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Arizon RFID Technology (Cayman) Co., Ltd.

2026 Annual General Meeting of Shareholders

Meeting Handbook

Date: May 27, 2026

Note: This is a translation of the meeting handbook of 2026 Annual General Meeting of Shareholders. The translation is intended for reference only and nothing else, the Company here by disclaims any and all liabilities whatsoever for the translation. The Chinese text of the handbook shall govern any and matters related to the interpretation of the subject matter stated herein

Table of Contents	Table of Contents
Meeting Agenda .................................................................................................................................... 3
I.	Items to Report
	(I) Arizon's 2025 Business Report is presented for review. ....................................................... 4
	(II) Audit Committee's Review of 2025 Financial Statements is presented for review. ............. 4
	(III) Arizon's 2025 Distribution of Cash Dividends is presented for review.……………………4
	(IV) Arizon's 2025 Distribution of Remunerations to Employees and Directors is presented for
	review. ................................................................................................................................... 4
	(V) Arizon's Issuance of the First Domestic Unsecured Corporate Bonds is presented for
	review. . ................................................................................................................................. 5
II.	Matters for Ratification
	(I) Arizon's 2025 Financial Statements. ..................................................................................... 6
	(II) Arizon's 2025 Earnings Distribution Proposal ...................................................................... 6
III.	Matters for Discussions
	(I) Proposal to amend certain articles in Arizon's Articles of Incorporation. ......................................... 7
	(II) Proposal to amend certain articles in Procedures for Lending Funds to Others. ............................... 7
	(III) Proposal to amend certain articles in Rules of Procedure for Shareholders’ Meetings. .................... 7
IV.	Extraordinary Motions .................................................................................................................. 9
Appendix
I.	Business Report ........................................................................................................................ 10
II.	Consolidated Balance Sheets ................................................................................................... 12
III.	Consolidated Statement of Comprehensive Income ................................................................. 13
IV.	Consolidated Statement of Changes in Equity ......................................................................... 15
V.	Consolidated Statements of Cash Flows ................................................................................... 16
VI.	Earnings Distribution Table ...................................................................................................... 18
VII.	Independent Auditors’ Report ................................................................................................... 19
VIII.	Audit Committee's Review Report ........................................................................................... 23
IX.	Comparison Table of Amended Provisions of the Company’s Articles of Incorporation ......... 24
X.	Comparison Table of Amended Provisions of the Company’s Procedures for Lending Funds to
	Others .................................................................................................................................... 25
XI.	Comparison Table of Amended Provisions of the Company’s Rules of Procedure for
	Shareholders’ Meetings ......................................................................................................... 29
XII.	Rules of Procedure for Shareholders' Meetings (Existing Articles) ...................................... 30
XIII.	Articles of Incorporation (Existing Articles) ............................................................................ 40
XIV.	Shareholding Status of Company Directors ......................................................................... .... 86

(For the complete financial statements, please visit: http://mops.twse.com.tw)

Arizon RFID Technology (Cayman) Co., Ltd. 2026 Annual Shareholders' Meeting Agenda

Time: Tuesday, May 27, 2026 at 9:00am

Place: GIS MOTC Convention Center

(3F, No. 24, Section 1, Hangzhou South Road, Zhongzheng District, Taipei City)

Method for convening: Physical

Meeting Procedure:

I. Call meeting to order
II. Chairperson's Address
III. Chairperson's Remarks
IV. Items to Report
(I) Arizon's 2025 Business Report is presented for review.
(II) Audit Committee's Review of 2025 Financial Statements is presented for review.
(III) Arizon's 2025 Distribution of Cash Dividends is presented for review.
(IV) Arizon's 2025 Distribution of Remunerations to Employees and Directors is presented for review.
(V) Arizon's Issuance of the First Domestic Unsecured Corporate Bonds is presented for review. .
V. Matters for Ratification
(I) The Company's 2025 Financial Statements
(II) The Company's 2025 Earnings Distribution Proposal
VI. Matters for Discussions
(I) Proposal to amend certain articles in Arizon's Articles of Incorporation.
(II) Proposal to amend certain articles in Procedures for Lending Funds to Others. (III) Proposal to amend certain articles in Rules of Procedure for Shareholders’ Meetings.
VII. Extraordinary Motions
VIII.Meeting Adjourned
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Items to Report

I. Arizon's 2025 Business Report is presented for review. (Proposed by the Board of Directors) Description:
(1) The Company's 2025 consolidated revenue is reported at NT$3,952,716 thousand (currency is assumed to be New Taiwan Dollars (NT$) hereunder), gross profit at NT$881,737 thousand, operating income at NT$351,303 thousand, net profit for the current year at NT$224,997 thousand, of which NT$224,896 thousand was attributed to the owners' net profit; the earnings per share was NT$3.00.
(2) The Business Report can be found in Appendix 1 (please refer to pages 10 to 11).
(3) Please review.
II. Audit Committee's Review of 2025 Financial Statements is presented for review. (Proposed by the Audit Committee)

Description:

(1) The Company's 2025 consolidated statements have been audited and certified by CPAs, and have been reviewed and examined by the Audit Committee along with the Business Report and Proposal for Earnings Distribution. Audit and review reports have been submitted and are attached as Appendixes 7 and 8 (please refer to pages 19 to 23).
(2) The Audit Committee's convener is requested to read out the review reports, and the reports are presented for review.
III. Arizon's 2025 Distribution of Cash Dividends is presented for review. (Proposed by the Board of Directors)

Description:

(1) In accordance with Arizon's Articles of Incorporation, cash dividends are distributed upon the resolution of the Board of Directors and reported to the shareholders' meeting. Arizon has passed the resolution at the 4[th] meeting of the 3[rd] Board of Directors held on February 25, 2026 to distribute 2025 cash dividends of NT$1.5 per share.
(2) Please review.
IV. The Company's 2025 Distribution of Remuneration to Employees and Directors is presented for review. (Proposed by the Board of Directors)

Description:

(1) In accordance with Arizon's Articles of Incorporation, NT$2,336,873 (currency is assumed to be New Taiwan Dollars (NT$) hereunder) should be appropriated as the 2025 remuneration for employees, NT$2,409,182 for Directors' compensation, and NT$2,196,939 as remuneration for independent directors. This was approved in the 3[th] meeting held by the 2[nd] Remuneration Committee on February 25, 2026 and resolved at the 4[th] Board meeting held by the 3[nd] Board of Directors on February 25, 2026.
(2) Please review.
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V. Arizon's Issuance of the First Domestic Unsecured Corporate Bonds is presented for review. (Proposed by the Board of Directors)

Description:

(1) The Company issued its first domestic unsecured corporate bonds to fund factory construction and equipment purchase in Vietnam with a total par value of NT $1,000,000,000, were approved by the Financial Supervisory Commission in its letter No. Jin-Guan-Zheng-Fa-Zi-1130356358 dated September 13, 2024. The bonds were listed for trading on the Taipei Exchange on October 15, 2024, with a term of three years.
(2) In accordance with the Terms and Conditions of Issuance and Conversion, the Company conducted an ex-dividend adjustment; therefore, the conversion price was adjusted from NT$305.5 at issuance to NT$294.9 effective August 1, 2025.
(3) A total of 10,000 bonds were issued. As of the book-closure date on March 29, 2026, no bondholders had applied to convert the bonds into shares of the Company.
(4) Please review.
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Matters for Ratification

I. Arizon's 2025 Financial Statements. Please ratify. (Proposed by the Board of Directors) Description:
(1) Arizon's 2025 consolidated financial statements have been audited by CPAs, and along with the Business Report, have been reviewed and approved by the Audit Committee with no discrepancies found. Related files (including the Business Report as well as consolidated financial statements) can be found in Appendixes 1-5 (please refer to pages 10 to 17).
(2) Please ratify.

Resolution:

II. Arizon's 2025 Earnings Distribution Proposal is presented for ratification. (Proposed by the Board of Directors)

Description:

(1) Arizon's 2025 after-tax earnings were reported at NT$224,896,238; accumulated surplus in terms of undistributed earnings from the previous year was reported at NT$655,159,832; the cumulative distributable income was NT$880,056,070. After appropriating NT$118,595,047 as statutory reserve as required by law, the Company proposes to distribute NT$1.5 of dividend per share for the 112,332,000 shares outstanding. The remaining NT$626,639,399 will be retained for future distribution.
(2) To accommodate for the challenges in exchanging e-checks and fractional currency, cash dividends will be distributed pro rata and rounded down to the nearest dollar. If the total amount of allocated cash dividends is less than NT$1, the amount will be transferred to the Arizon's other income.
(3) This proposal has been approved via resolution at the 4[th] Board meeting held by the 3[rd] Board of Directors. The 2025 Earnings Distribution Proposal can be found in Appendix 6 (please refer to page 18). Please ratify.

Resolution:

Matters for Discussions

I. Amendments to Arizon's Articles of Incorporation is presented for resolution.(Proposed by the Board of Directors)

Description:

(1) In order to comply with the amendment to Article 6 of the Regulations Governing the Content and Compliance Requirements of Shareholders’ Meeting Agendas for Public Companies announced by the Securities and Futures Bureau of the Financial Supervisory Commission on December 19, 2025 (Ref. No. Jin-Guan-Zheng-Jiao-Zi-1140385797), and the amendment to Item 2 (Procedures for Convening Shareholders’ Meetings and the Methods of Resolution) of the Checklist for the Protection of Shareholders’ Rights and Interests in the Country Where the Foreign Issuer is Registered announced by the Taiwan Stock Exchange (Ref. No. 1151700475), Arizon proposes to amend certain articles in its Articles of Incorporation accordingly. The comparison chart is attached as Appendix 9 (please refer to pages 24).
(2) For your discussion and resolution.

Resolution:

II. Amendments to Arizon's Procedures for Lending Funds to Others is presented for resolution.(Proposed by the Board of Directors)

Description:

(1) In order to align with the current provisions of the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies promulgated by the Financial Supervisory Commission, Arizon proposes to amend certain provisions of its Procedures for Lending Funds to Others. The amendment was approved by the 4[th] meeting of the 3[rd] Board of Directors on February 25, 2026.
(2) The amended Procedures for Lending Funds to Others and the comparison chart of the amended provisions are attached as Appendix 10 (please refer to pages 25 to 28).
(3) For your discussion and resolution.

Resolution:

III. Amendments to Arizon's Rules of Procedure for Shareholders’ Meetings is presented for resolution.(Proposed by the Board of Directors)

Description:

(4) In order to comply with the amendment to Article 6 of the Regulations Governing the Content and Compliance Requirements of Shareholders’ Meeting Agendas for Public Companies announced by the Securities and Futures Bureau of the Financial Supervisory Commission on December 19, 2025 (Ref. No. 1140385797), Arizon proposes to amend
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certain provisions of its Rules of Procedure for Shareholders’ Meetings accordingly.

(5) The comparison chart of the amended provisions is attached as Appendix 11 (please refer to pages 29).
(6) For your discussion and resolution.

Resolution:

Extraordinary Motions

Arizon RFID Technology (Cayman) Co., Ltd.

Business Report

In 2025, the global economy experienced significant volatility. Against a backdrop of easing inflation and gradual adjustments to monetary policy, major economies showed a moderate recovery in economic growth. However, the imposition of reciprocal tariffs by the United States and ongoing geopolitical conflicts have had structural impacts on many companies’ operations, including supply chain restructuring. In this highly uncertain business environment, the Company’s consolidated revenue for 2025 was NT$3.952 billion, with an operating profit of NT$351 million, net profit attributable to owners of NT$225 million, and earnings per share of NT$3.00.

Despite the high level of global uncertainty, demand for digital transformation, automation, and supply chain visibility continues to increase. This is expected to drive medium- to long-term growth momentum for UHF (Ultra-High Frequency) RFID applications in retail, logistics, manufacturing, and public services. In addition, the emphasis placed by developed countries on supply chain resilience, inventory management, and compliance traceability is expected to generate stable demand for the RFID industry. The Company expects the RFID industry to maintain steady growth.

In response to reciprocal tariffs, trade tensions, and heightened geopolitical risks, the Company continues to implement a strategy of diversified production and supply chain configuration. Through cross-regional production deployment, localized manufacturing, and flexible capacity allocation, the Company seeks to mitigate the impact arising from changes in any single country or tariff regime. In addition to providing products and services to customers in Europe and the United States through its U.S. subsidiary and European sales offices, the Company completed the construction of its Vietnam plant in the third quarter of 2025. Together with its existing facilities in mainland China and Taipei, the Company has further strengthened its production capacity and sales network in Southeast Asia. The Company has also introduced automated equipment and data-driven management systems to enhance production efficiency and quality stability, while improving responsiveness to unexpected events and logistics disruptions.

The Company recognizes that research and development and product innovation are critical to addressing market uncertainty. In addition to leveraging the advantages of Auburn University ARC certification to provide customized RFID solutions to customers in North America, the Company continues to expand its product application areas. Beyond traditional apparel retail, its flexible anti-metal tags have been adopted in global medical device and high-end cosmetics supply chains,

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addressing identification challenges in complex environments. The Company has also expanded its ARC-certified product portfolio to include next-generation microchips, high-precision die-cutting and coating technologies, and non-foldable ultra-thin anti-metal tags, successfully applying specialized manufacturing processes and solutions across multiple international product programs.

Furthermore, the Company continues to introduce next-generation wireless network architectures and integrate with major international software-as-a-service (SaaS) cloud platforms, supporting edge computing and machine learning applications. This enables customers to collect and analyze data more efficiently and accurately, while reducing system integration and maintenance costs.

Demonstrating its commitment to sustainable governance, the Company announced that it will formally submit its near-term target to the Science Based Targets initiative (SBTi) in December 2025. Following the publication of its first sustainability report in 2024, this marks the Company’s transition from strategic planning to the implementation of concrete carbon reduction actions, aligning with the global 1.5°C pathway. In addition to continuing efforts to reduce emissions across Scopes 1, 2, and 3, the Company is advancing the transition toward low-carbon manufacturing processes, transforming climate risks into competitive advantages. By continuously developing environmentally friendly materials and green manufacturing processes, the Company serves as a key enabler of sustainable development. Leveraging high-precision RFID technology, the Company assists clients in retail, logistics, and supply chain sectors in achieving precise management and reducing resource waste caused by overproduction, working with global partners to promote an efficient, low-carbon, and net-zero future.

Looking ahead to 2026, the global economy is expected to continue operating under the combined influence of reciprocal tariffs, trade tensions, and geopolitical conflicts. While short-term volatility is likely to persist, the long-term trends of digital transformation and sustainable development remain irreversible. As a key supplier in the RFID industry, the Company remains confident in the future applications and growth of RFID technologies. The Company will continue to prioritize technological innovation, deepen its global supply chain deployment, and flexibly adjust its operational strategies. It will further strengthen collaboration with customers in North America and Asia to respond to the evolving international environment, with the aim of capturing growth opportunities amid challenges and creating long-term, sustainable value for shareholders, customers, and employees.

Chairman: Felix Ho CEO: Bing-Yi Lin Accounting Manager: Hsi-Hui Huang

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ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 4 and 6) Financial assets at amortized cost - current (Notes 4 and 8) Notes and accounts receivable (Notes 4, 9 and 18) Accounts receivable from related parties (Notes 4, 18 and 25) Inventories (Notes 4 and 10) Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through profit or loss - non-current (Notes 4, 7 and 24) Financial assets at amortized cost - non-current (Notes 4 and 8) Property, plant and equipment (Notes 4, 12 and 19) Right-of-use assets (Notes 4, 13 and 19) Deferred tax assets (Notes 4 and 20) Other non-current assets (Note 4) Total non-current assets TOTAL ASSETS LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Note 14) Contract liabilities - current (Notes 4 and 18) Notes and accounts payable Accounts payable to related parties (Note 25) Other payables Other payables to related parties (Note 25) Current tax liabilities (Notes 4 and 20) Lease liabilities - current (Notes 4 and 13) Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Bonds payable (Notes 4 and 15) Deferred tax liabilities (Notes 4 and 20) Lease liabilities - non-current (Notes 4 and 13) Other non-current liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Notes 4 and 17) Share capital Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Other equity Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS Total equity TOTAL LIABILITIES AND EQUITY		2025		2024
		Amount % $ 2,609,009 28 134,148 2 1,039,917 11 61 - 1,036,515 11 110,177 1 4,929,827 53 - - 1,699,209 18 2,179,966 24 277,472 3 8,944 - 156,307 2 4,321,898 47 $ 9,251,725 100 $ 1,393,927 15 22,332 - 465,863 5 646 - 274,225 3 251 - 14,794 - 23,977 1 10,194 - 2,206,209 24 959,431 10 25,684 - 66,861 1 45,070 1 1,097,046 12 3,303,255 36 748,880 8 4,277,367 46 159,682 2 - - 880,056 9 (118,595) (1) 5,947,390 64 1,080 - 5,948,470 64 $ 9,251,725 100		Amount % $ 2,384,419 26 1,619,091 18 1,455,977 16 24 - 1,057,094 12 208,131 2 6,724,736 74 1,300 - 228,041 3 1,771,584 19 249,090 3 21,152 - 131,662 1 2,402,829 26 $ 9,127,565 100 $ 800,000 9 26,467 - 581,553 6 767 - 322,892 4 396 - 30,176 - 12,361 - 7,462 - 1,782,074 19 937,491 10 41,599 1 28,796 - 46,191 1 1,054,077 12 2,836,151 31 748,880 8 4,272,805 47 75,001 1 202,897 2 948,828 10 41,927 1 6,290,338 69 1,076 - 6,291,414 69 $ 9,127,565 100

The accompanying notes are an integral part of the consolidated financial statements.

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ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

NET SALES (Notes 4, 18 and 25) COST OF GOODS SOLD (Notes 4, 10, 19 and 25) GROSS PROFIT OPERATING EXPENSES (Notes 4, 19 and 25) Selling and marketing General and administrative Research and development Total operating expenses PROFIT FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Interest income (Note 4) Other income Loss on disposal of property, plant and equipment (Note 4) Loss on financial assets at FVTPL Finance costs Other expenses Foreign exchange (loss) gain (Notes 4 and 26) Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX EXPENSE (Notes 4 and 20) NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE (LOSS) INCOME Items that will not be reclassified subsequently to profit or loss: Exchange differences arising on translation to the presentation currency Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of the financial statements of foreign operations		2025 Amount % $ 3,952,716 100 (3,070,979) (78) 881,737 22 (95,804) (2) (297,874) (8) (136,756) (3) (530,434) (13) 351,303 9 102,650 2 36,761 1 (165) - (6,904) - (42,984) (1) (3,738) - (87,176) (2) (1,556) - 349,747 9 (124,750) (3) 224,997 6 - - (160,544) (4)		2024
				Amount % $ 4,612,422 100 (3,128,804) (68) 1,483,618 32 (132,004) (3) (313,970) (6) (184,009) (4) (629,983) (13) 853,635 19 109,812 2 12,074 - (7,728) - (600) - (15,295) - (5,960) - 57,320 1 149,623 3 1,003,258 22 (156,279) (3) 846,979 19 222,008 5 22,859 - (Continued)

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ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Other comprehensive (loss) income for the year, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR NET PROFIT ATTRIBUTABLE TO: Owners of the Company Non-controlling interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: Owners of the Company Non-controlling interests EARNINGS PER SHARE (Note 21) Basic Diluted		2025 Amount % (160,544) (4) $ 64,453 2 $ 224,896 6 101 - $ 224,997 6 $ 64,374 2 79 - $ 64,453 2 $ 3.00 $ 3.00		2024
				Amount % 244,867 5 $ 1,091,846 24 $ 846,813 18 166 - $ 846,979 18 $ 1,091,637 24 209 - $ 1,091,846 24 $ 11.36 $ 11.06
		$		$
		$		$
		$		$
		$		$
		$		$

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

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								Total Equity	$ 5,212,527		-	-	(222,954)	846,979	244,867	1,091,846	29,879		176,205	3,848	63	6,291,414		-	-	(411,884)	224,997	(160,544)		64,453	4,432	(75)	130	$ 5,948,470
						Non-	controlling	Interests	$ 866		-	-	-	166	43	209	-		-	1	-	1,076		-	-	-	101	(22)		79	-	(75)	-	$ 1,080
								Total	5,211,661		-	-	(222,954)	846,813	244,824	1,091,637	29,879		176,205	3,847	63	6,290,338		-	-	(411,884)	224,896	(160,522)		64,374	4,432	-	130	5,947,390
									$																									$
	Other Equity	Exchange	Differences on	Translating the	Financial	Statements of	Foreign	Operations	$ (202,897)		-	-	-	-	244,824	244,824	-		-	-	-	41,927		-	-	-	-	(160,522)		(160,522)	-	-	-	$ (118,595)
								Total	602,867		-	-	(222,954)	846,813	-	846,813	-		-	-	-	1,226,726		-	-	(411,884)	224,896	-		224,896	-	-	-	1,039,738
									$																									$
Equity Attribute to Owners of the Company (Note 17)						Retained Earnings	Unappropriated	Legal Reserve Special Reserve Earnings	$ 30,208 $ 124,319 $ 448,340		44,793 - (44,793)	- 78,578 (78,578)	- - (222,954)	- - 846,813	- - -	- - 846,813	- - -		- - -	- - -	- - -	75,001 202,897 948,828		84,681 - (84,681)	- (202,897) 202,897	- - (411,884)	- - 224,896	- - -		- - 224,896	- - -	- - -	- - -	$ 159,682 $ - $ 880,056
								Capital Surplus	$ 4,068,511		-	-	-	-	-	-	24,179		176,205	3,847	63	4,272,805		-	-	-	-	-		-	4,432	-	130	$ 4,277,367
						ShareCapital	Shares (In	Thousands) Amount	74,318 $ 743,180		- -	- -	- -	- -	- -	- -	570 5,700		- -	- -	- -	74,888 748,880		- -	- -	- -	- -	- -		- -	- -	- -	- -	74,888 $ 748,880
									BALANCE ON JANUARY 1, 2024	Appropriation of 2023 earnings	Legal reserve	Special reserve	Cash dividends distributed by the Company	Net profit for the year ended December 31, 2024	Other comprehensive income for the year ended December 31, 2024	Total comprehensive income for the year ended December 31, 2024	Exercise of employee share options	Equity component of convertible bonds issued by the Company	(Note 15)	Share-based compensation expenses (Note 22)	Other	BALANCE ON DECEMBER 31, 2024	Appropriation of 2024 earnings	Legal reserve	Special reserve	Cash dividends distributed by the Company	Net profit for the year ended December 31, 2025	Other comprehensive loss for the year ended December 31, 2025	Total comprehensive income (loss) for the year ended December 31,	2025	Share-based compensation expenses (Note 22)	Dividends paid to non-controlling interests	Other	BALANCE ON DECEMBER 31, 2025

ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Profit before income tax Adjustments for: Depreciation expenses Amortization expenses Net loss on fair value changes of financial assets at FVTPL Finance costs Interest income Share-based compensation expenses Loss on disposal of property, plant and equipment Write-downs of inventories Unrealized (gain) loss on foreign currency exchange Changes in operating assets and liabilities Financial assets at fair value through profit or loss Notes and accounts receivable Accounts receivable from related parties Inventories Other current assets Contract liabilities Notes and accounts payable Accounts payable to related parties Other payables Other payables to related parties Other current liabilities Cash generated from operations Interest received Interest paid Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Increase in financial assets at amortized cost Decrease in financial assets at amortized cost Payments for property, plant and equipment Proceeds from disposal of property, plant and equipment Payments for right-of-use assets (Increase) decrease in other non-current assets Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term borrowings Decrease in short-term borrowings Proceeds from issuance of convertible bonds	2025 $ 349,747 300,213 1,853 6,904 42,984 (102,650) 4,432 165 39,841 (1,264) (5,604) 364,121 (37) (46,642) 38,426 (3,531) (97,670) (121) (79,578) (145) 3,335 814,779 155,556 (20,563) (142,362) 807,410 (1,538,167) 1,516,345 (691,967) 9,960 - (32,043) (735,872) 695,480 (100,000) -	2024 $ 1,003,258 237,938 1,815 600 15,295 (109,812) 3,848 7,728 1,811 900 - (714,979) (24) (430,958) (33,077) (3,648) 173,580 (13) 154,363 160 2,400 311,185 78,035 (10,144) (105,334) 273,742 (1,565,589) 1,817,243 (931,713) - (189,983) 114,321 (755,721) 800,000 (300,000) 1,107,259 (Continued)

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ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars)

Decrease in other non-current liabilities Repayment of the principal portion of lease liabilities Cash dividends released Exercise of employee share options Dividends paid to non-controlling interests Other Net cash generated from financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH AND CASH EQUIVALENTS HELD IN FOREIGN CURRENCIES NET INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	2025 (212) (13,933) (411,884) - (75) 130 169,506 (16,454) 224,590 2,384,419 $ 2,609,009	2024 (2,135) (11,725) (222,954) 29,879 - 63 1,400,387 33,940 952,348 1,432,071 $ 2,384,419

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

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Appendix 6

Arizon RFID Technology (Cayman) Co., Ltd. 2025 Statement of Earnings Distribution

Unit: NT$

	Unit: NT$
Item	Amount
Distributable Retained Earnings
A Unappropriated earnings at beginningof the fiscalyear	655,159,832
B Netprofit for theyear ended	224,896,238
Subtotal	880,056,070
Less: Legal Reserve	(22,489,624)
Less: Special Reserve	(118,595,047)
Available for Distribution	738,971,399

Distribution Items
1 Cash Dividend(NT$1.5per share)	112,332,000
2 Unappropriated Retained Earnings	626,639,399

Chairman: Yi-Da Ho General Manager: Bing-Yi Lin Accounting Chief Officer: Hsi-Hui Huang

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Arizon RFID Technology (Cayman) Co., Ltd.

Audit Committee’s Review Report

February 25, 2026

The Board of Directors has prepared the Company’s 2025 Business Report, Financial Statements, and proposal for allocation of earnings. The CPA firm of Deloitte & Touche was retained to audit Arizon’s Financial Statements and has issued an audit report relating to the Financial Statements. The Business Report, Financial Statements, and earnings allocation proposal have been reviewed and determined to be correct and accurate by the Audit Committee members of Arizon RFID Technology (Cayman) Co., Ltd. According to relevant requirements of the Securities and Exchange Act and the Company Act, we hereby submit this report.

2026 Annual General Shareholders’ Meeting

Chairman of the Audit Committee: Chin-Jung Guo

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Arizon RFID Technology (Cayman) Co., Ltd.

Comparison Table of Amended Articles of Incorporation

Article	Proposed Amendments	Current Provisions	Explanations
Article 41	During the Relevant Period, the Company shall prepare a meeting handbook of the relevant general meeting and supplemental materials in accordance with the Applicable Listing Rules and available for inspection by the Members, which shall be placed at the office of the Company and the Company’ s securities agent, distributed at the meeting venue, and transmitted to the website specified by the Commission, the TPEx or the TWSE (where applicable) at leastthirty (30) days prior to the date of the annual general meeting or at least fifteen (15) days prior to the date of the extraordinary general meeting. However, if the Company's paid-in capital at the end of the most recent fiscal year is NT$10 billion or more, or in which the aggregate shareholding percentage of foreign investors and Mainland Chinese investors reached thirty percent (30%) or more as recorded in the Register at the time of holding of the annual general meeting in the most recent fiscal year, the transmission of the electronic files shall be completed thirty (30) days prior to the day on which the annual general meetingis to be held.	During the Relevant Period, the Company shall prepare a meeting handbook of the relevant general meeting and supplemental materials in accordance with the Applicable Listing Rules and available for inspection by the Members, which shall be placed at the office of the Company and the Company’ s securities agent, distributed at the meeting venue, and transmitted to the website specified by the Commission, the TPEx or the TWSE (where applicable) at least~~twenty~~ ~~-~~ ~~one~~ ~~(21)~~ days prior to the date of the annual general meeting or at least fifteen (15) days prior to the date of the extraordinary general meeting.~~However, if~~ ~~the Company~~ ~~'s paid~~ ~~-~~ ~~in capital~~ ~~at the end of the most recent~~ ~~fiscal ear is NT$10 billion or~~	In line with the amendments to Article 6 of the“Regulations Governing the Content and Compliance Requirements of Shareholders’Meeting Agendas for Public Companies,”as announced by the Securities and Futures Bureau of the Financial Supervisory Commission under Letter No. 1140385797 dated December 19, 2025, and the amendments to Item 2 (Procedures for Convening Shareholders’Meetings and Methods of Resolution) of the “Checklist for the Protection of Shareholders’Rights and Interests in the Country of Registration of Foreign Issuers,”as announced by the Taiwan Stock Exchange under Letter No. 1151700475, this Article is hereby amended accordingly.
		~~y~~ ~~more, or in which the~~ ~~aggregate shareholding~~ ~~percentage of foreign~~ ~~investors and Mainland~~ ~~Chinese investors reached~~ ~~thirty percent (30%) or more~~ ~~as recorded in the Register at~~ ~~the time of holding of the~~ ~~annual general meeting in the~~ ~~most recent fiscal year, the~~ ~~transmission of the electronic~~ ~~files shall be completed thirty~~ ~~(30) days prior to the day on~~ ~~which the annual general~~ ~~meeting is to be held.~~

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Arizon RFID Technology (Cayman) Co., Ltd.

Table of Comparison of Procedures for Lending Funds to Others Before and After Amendment

Article	Proposed Amendments	Current Provisions	Explanations
Article 7	4 Approval Procedures The“specific limit”referred to above shall not exceed 10% of the net worth as shown in the most recent financial statements of the Company or its subsidiaries, except for cases meeting the requirements under Article6, paragraph 2.	4 Approval Procedures The“specific limit”referred to above shall not exceed 10% of the net worth as shown in the most recent financial statements of the Company or its subsidiaries, except for cases meeting the requirements under Article5, paragraph 2.	Amended to align with the current“Regulations Governing Loaning of Funds and Making of Endorsements and Guarantees by Public Companies”issued by the Financial Supervisory Commission.

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Document No.	Arizon RFID Technology (Cayman) Co., Ltd.	Scheduled Effective as of	2026.05.27
AZ-MD-140-00-M00		Version No.	V2
Document Name	Procedures for Lending Funds to Others	Page No.	1/3

Article 1 These Procedures are established in accordance with the “Regulations Governing Loaning of Funds and Making of Endorsements and Guarantees by Public Companies.” To ensure the safe recovery of loaned funds, all lending activities of the Company shall be handled in accordance with these Procedures.

Article 2 Scope of Application

These Procedures shall apply to Arizon RFID Technology (Cayman) Co., Ltd. and its subsidiaries.

Article 3 The Company may lend funds to the following entities:

1 Companies or firms having business dealings with the Company; or
2 Companies or firms that require short-term financing. The term “short-term” refers to a period of one year or one operating cycle, whichever is longer.
Article 4 Where the Company lends funds to another company or firm due to business dealings, the aggregate amount of such lending shall not exceed 40% of the Company’s net worth as shown in the most recent financial statements audited or reviewed by a certified public accountant, and the amount lent to any single counterparty shall not exceed the total amount of purchases and sales between both parties in the preceding year.
Article 5 Where the Company lends funds due to a need for short-term financing, such lending shall be limited to the following circumstances:
1 A company in which the Company and its subsidiaries, individually or collectively, hold 20% or more of the shares, and which has a need for short-term financing due to business operations;
2 A company or firm that has a need for short-term financing due to procurement of materials or operational turnover.

The aggregate amount of lending for short-term financing shall not exceed 40% of the Company’s net worth as shown in the most recent financial statements audited or reviewed by a certified public accountant, and the amount lent to any single entity shall not exceed 40% of such net worth.

The terms “subsidiary” and “parent company” as used herein shall be determined in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Article 6 The aggregate amount of funds lent by the Company shall not exceed 80% of the Company’s net worth as shown in the most recent financial statements audited or reviewed by a certified public accountant, and the amount lent to any single entity shall not exceed 80% of such net worth. For inter-company loans between foreign companies in which the Company directly or indirectly holds 100% of the voting shares, or loans made by such foreign companies to the Company, the restrictions in Articles 2 through 4 and the preceding paragraph shall not apply. The aggregate amount of such lending, whether due to business dealings or short-term financing needs, shall not exceed twice the net worth of the lending company as shown in its most recent financial statements, and the amount lent to any single entity shall not exceed twice such net worth. The term of each loan shall not exceed three years.

If the responsible person of the Company violates Article 3 or Article 4 of these Procedures, such person shall be jointly and severally liable with the borrower for repayment of the loan and shall also be liable for any damages incurred by the Company.

Article 7 Before lending funds, the Company shall conduct a detailed review of the necessity and reasonableness of the borrower and the amount, and shall proceed in accordance with the following procedures:

1 Credit Investigation

The borrower shall submit a written application for a credit line together with necessary company and financial information.

Upon acceptance, the relevant business departments of the Company shall investigate and evaluate the borrower’s business operations, financial condition, solvency, creditworthiness,

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Document No.	Arizon RFID Technology (Cayman) Co., Ltd.	Scheduled Effective as of	2026.05.27
AZ-MD-140-00-M00		Version No.	V2
Document Name	Procedures for Lending Funds to Others	Page No.	2/3

profitability, and the purpose of the loan, prepare a report, and submit it to the legal and finance departments for review.

2 Risk Management

The finance department and relevant departments shall assess the impact of the loan on the Company’s operational risks, financial condition, and shareholders’ equity.

3 Collateral

The Company may require the borrower to provide collateral acceptable to the Company, and, where necessary, create a pledge or mortgage over movable or immovable property to secure its claims.

If the borrower provides an individual or company with sufficient financial strength and credit as a guarantor in lieu of collateral, the board of directors may approve such arrangement based on the internal credit investigation report. Where a company acts as guarantor, its articles of incorporation shall permit such guarantees.

4 Approval Procedures

After completion of internal credit investigation, the application shall be approved by the competent authority and submitted to the board of directors for resolution.

For short-term financing, in addition to the above procedures, enhanced risk assessment and lending limits shall be established for unsecured loans, loans to the same industry, and loans within the same affiliated group.

Loans of funds between the Company and its subsidiaries, or between subsidiaries, shall be submitted to the board of directors for resolution as described above. The Chairman may be authorized, within a specific limit approved by the board and within a period not exceeding one year, to disburse loans in installments or provide a revolving credit facility to the same counterparty.

The “specific limit” referred to above shall not exceed 10% of the net worth as shown in the most recent financial statements of the Company or its subsidiaries, except for cases meeting the requirements under Article 6, paragraph 2.

After the Company becomes publicly listed and has established independent directors, the opinions of each independent director shall be fully considered when lending funds to others, and their consent, dissent, and reasons for dissent shall be recorded in the minutes of the board meeting.

Article 8 The interest rate for each loan shall be determined with reference to market rates or the cost of funds. Except for loans under Article 5, paragraph 2, the term of each loan shall not exceed one year (inclusive) or one operating cycle, whichever is longer.
Article 9 After disbursement of a loan, the Company shall continuously monitor the borrower’s and guarantor’s financial condition, business operations, and credit status. Where collateral is provided, the Company shall monitor any changes in its value. In the event of material changes, the matter shall be immediately reported to the Chairman and handled in accordance with the Chairman’s instructions.

Upon repayment, accrued interest shall be calculated first, and the borrower shall repay both principal and interest in full before the Company returns the collateral or releases the mortgage. If the borrower fails to repay upon maturity, the Company may dispose of the collateral or seek recovery from the guarantor in accordance with the law.

Article 10 The Company shall establish a memorandum book for fund-lending activities, recording details such as borrower, amount, date of board approval, date of disbursement, and matters requiring careful evaluation.

The Company shall also provide sufficient allowance for bad debts, properly disclose relevant information in financial reports, and provide information to certified public accountants for auditing.

Written records shall be maintained, and any material violations shall be immediately reported in writing to the Audit Committee and independent directors.

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Document No.	Arizon RFID Technology (Cayman) Co., Ltd.	Scheduled Effective as of	2026.05.27
AZ-MD-140-00-M00		Version No.	V2
Document Name	Procedures for Lending Funds to Others	Page No.	3/3

Article 11 If, due to changes in circumstances, a borrower no longer meets the requirements of these Procedures or the loan balance exceeds the prescribed limits, the Company shall formulate a rectification plan, submit it to the Audit Committee and independent directors, and complete rectification within the specified timeframe.
Article 12 The Company shall, by the 10th day of each month, announce and report the previous month’s loan balances of itself and its subsidiaries. Subsidiaries shall provide such information to the Company by the 5th day of each month.

If the loan balance reaches any of the following thresholds, the Company shall announce and report the event within two days from the date of occurrence:

1 The aggregate balance of loans reaches 20% or more of the Company’s net worth;
2 The balance of loans to a single enterprise reaches 10% or more of the Company’s net worth;
3 The amount of new lending reaches NT$10 million or more and 2% or more of the Company’s net worth.

For subsidiaries that are not public companies in the Republic of China, the Company shall make the required announcements and reports on their behalf.

“Net worth” refers to equity attributable to owners of the parent company as stated in the

balance sheet in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Subsidiaries shall immediately notify the Company of any changes in lending amounts for timely disclosure.

“Date of occurrence” refers to the earliest date among the contract signing date, payment date,
board resolution date, or any other date that confirms the counterparty and loan amount.
Article 13 Managerial personnel and responsible staff who violate these Procedures shall be subject to disciplinary actions.
Article 14 If a subsidiary intends to lend funds to others, it shall establish its own procedures in accordance with these Procedures and carry out such lending accordingly.
Article 15 Matters not specified herein shall be governed by the “Regulations Governing Loaning of Funds and Making of Endorsements and Guarantees by Public Companies” and other applicable laws and regulations.

Article 16 Establishment and Amendment Procedures

1 These Procedures shall be approved by more than half of all members of the Audit Committee, passed by the board of directors, and submitted to the shareholders’ meeting for approval before implementation. The same procedure shall apply to any amendments. If any director expresses objection and it is recorded or submitted in writing, such objection shall be submitted to the shareholders’ meeting for discussion.
2 When the Procedures are submitted to the board of directors, the opinions of independent directors shall be fully considered. Any dissenting or qualified opinion shall be recorded in the board meeting minutes.
3 If approval by more than half of the Audit Committee members is not obtained, the Procedures may be implemented if approved by more than two-thirds of all directors, and the resolution of the Audit Committee shall be recorded in the board meeting minutes.
4 “All members of the Audit Committee” and “all directors” shall refer to those currently holding office.
5 The finance department shall be responsible for the formulation, amendment, and abolition of these Procedures.
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Arizon RFID Technology (Cayman) Co., Ltd.

Table of Comparison of Rules of Procedure for Shareholders ’ Meetings Before and After Amendment

Article	Current Provisions	Proposed Amendments	Explanations
Article 3	The Company shall prepare electronic versions of the shareholders' meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of an annual shareholders' meeting or before 15 days before the date of an extraordinary shareholders' meeting. The Company shall prepare electronic versions of the shareholders' meeting agenda and supplemental meeting materials and upload them to the MOPS before~~21 days~~ before the date of the annual shareholders' meeting or before 15 days before the date of the extraordinary shareholders' meeting.~~If,~~ ~~hoeer the Coman has the~~	The Company shall prepare electronic versions of the shareholders' meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of an annual shareholders' meeting or before 15 days before the date of an extraordinary shareholders' meeting. The Company shall prepare electronic versions of the shareholders' meeting agenda and supplemental meeting materials and upload them to the MOPS before30 days before the date of the annual shareholders' meeting or before 15 days before the date of the extraordinary shareholders' meeting.	In line with the amendments to Article 6 of the“Regulations Governing the Content and Compliance Requirements of Shareholders’Meeting Agendas for Public Companies,”as announced by the Securities and Futures Bureau of the Financial Supervisory Commission under Letter No. 1140385797 dated December 19, 2025, this Article is hereby amended accordingly.
	~~wv, py~~ ~~paid~~ ~~-~~ ~~in capital of NT$10~~ ~~billion or more as of the last~~ ~~day of the most current fiscal~~ ~~year, or total shareholding of~~ ~~foreign shareholders and PRC~~ ~~shareholders reaches 30% or~~ ~~more as recorded in the~~ ~~regis~~ ~~ter of shareholders of the~~ ~~shareholders' meeting held in~~ ~~the immediately preceding~~ ~~year, transmission of these~~ ~~electronic files shall be made~~ ~~by 30 days before the annual~~ ~~shareholders' meeting.~~

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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
AZ-MD-120-00-M02		Version No.	V1
Document Name	Rules of Procedure for Shareholders' Meetings	Page No.	1/10

Article 1 To establish a strong governance system and sound supervisory capabilities for the Company's shareholders' meetings, and to strengthen management capabilities, these Rules are adopted pursuant to Article 5 of the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies.
Article 2 The rules of procedures for the Company's shareholders' meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules. Article 3 Unless otherwise provided by the Company's Articles of Incorporation or applicable law or regulation, the Company's shareholders meetings shall be convened by the Board of Directors. The hosting of video conference shareholders' meetings by the Company shall be regulated otherwise in Regulations Governing the Administration of Shareholder Services of Public Companies, clearly stated in the Articles of Incorporation, and approved by the Board of Directors. The video conference shareholders' meeting shall also be decided by a majority vote in a Board meeting with at least two thirds of directors in attendance, and the decision shall be reported during a shareholders' meeting.
Changes to how the Company convenes its shareholders' meeting shall be resolved by the Board of Directors, and shall be made no later than mailing of the shareholders' meeting notice. The Company shall prepare electronic versions of the shareholders' meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of an annual shareholders' meeting or before 15 days before the date of an extraordinary shareholders' meeting. The Company shall prepare electronic versions of the shareholders' meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the annual shareholders' meeting or before 15 days before the date of the extraordinary shareholders' meeting. If, however, the Company has the paid-in capital of NT$10 billion or more as of the last day of the most current fiscal year, or total shareholding of foreign shareholders and PRC shareholders reaches 30% or more as recorded in the register of shareholders of the shareholders' meeting held in the immediately preceding year, transmission of these electronic files shall be made by 30 days before the annual shareholders' meeting. When convening a shareholders' meeting, the Company shall also have prepared the shareholders' meeting handbook and supplemental meeting materials 15 days before the date of the shareholders' meeting, and made them available for review by shareholders at any time. The meeting handbook and supplemental materials shall also be displayed at the Company and the professional shareholder services agent designated thereby.

The Company shall make the meeting agenda and supplemental meeting materials in the preceding paragraph available to shareholders for review in the following manner on the date of the shareholders' meeting:

1 For physical shareholders' meetings, to be distributed on-site at the meeting.

2 For hybrid shareholders' meetings, to be distributed on-site at the meeting and shared on the virtual meeting platform.
3 For virtual-only shareholders' meetings, electronic files shall be shared on the virtual meeting platform.

The reasons for convening a shareholders' meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.

Election or dismissal of directors or supervisors, amendments to the Articles of Incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, Paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders' meeting.

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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
AZ-MD-120-00-M02		Version No.	V1
Document Name	Rules of Procedure for Shareholders' Meetings	Page No.	2/10

None of the above matters may be raised by an extraordinary motion.

Where re-election of all directors and supervisors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders' meeting, after the completion of the reelection in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

A shareholder holding one percent or more of the total number of issued shares may submit to the Company a proposal for discussion at an annual shareholders' meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. When the circumstances of any subparagraph of Article 172-1, Paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the Board of Directors may exclude it from the agenda.

A shareholder may propose a recommendation for urging the Company to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda. Prior to the book closure date before an annual shareholders' meeting is held, the Company shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission. The period for submission of shareholder proposals may not be less than 10 days.

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the annual shareholders' meeting and take part in discussion of the proposal.

Prior to the date for issuance of notice of a shareholders meeting, the Company shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this Article. At the shareholders' meeting, the Board of Directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

Article 3-1 Unless otherwise provided in these Rules, the Company that will convene a shareholders' meeting with video conferencing shall expressly provide for such meetings in its Articles of Incorporation and obtain a resolution of its Board of Directors. In addition, when a shareholders' meeting with video conferencing is convened, the video conferencing related matters should be outsourced. If, due to a natural disaster, unforeseen event, or other force majeure event, the Ministry of Economic Affairs announces that within a certain period of time companies may hold their shareholders' meetings by means of video conferencing, companies may be exempted during that period from the requirement of express provision in their Articles of Incorporation. If a shareholders' meeting with video conferencing is convened by any person with convening rights other than the Board of Directors, the provisions of this chapter shall apply mutatis mutandis, and the convening of the meeting may be exempted from the requirement of express provision in the Articles of Incorporation.
To hold a virtual-only shareholders' meeting, the Company shall meet the following conditions with respect to the meeting:
1 There will be no proposal at the shareholders' meeting for election of directors or supervisors.
2 There will be no proposal at the shareholders' meeting for discharge of a director or supervisor.
3 There will be no proposal at the shareholders' meeting under Article 185 or 316 of the Company Act, Article 18, 27, 29, or 35 of the Business Mergers and Acquisitions Act, or Article 24, Paragraph 2, Subparagraph 1, or Article 26, Paragraph 2, Subparagraph 1 of the Financial Holding Company Act.
4 To hold a hybrid shareholders' meeting, the Company shall meet the following conditions with respect to the meeting:
- (1) There will be no proposal at the shareholders' meeting for election of directors or
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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
AZ-MD-120-00-M02		Version No.	V1
Document Name	Rules of Procedure for Shareholders' Meetings	Page No.	3/10

supervisors, or if there is a proposal for election of directors or supervisors, the number of candidates does not exceed the number of seats to be filled in the election.

(2) There will be no proposal at the shareholders' meeting for discharge of a director or supervisor.
Article 4 For each shareholders' meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization.

A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders' meeting, and shall deliver the proxy form to the Company before five days before the date of the shareholders' meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.

After a proxy form has been delivered to the Company, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to the Company before two business days before the meeting date. In the absence of a timely rescission, the voting power exercised by the authorized proxy agent at the meeting shall prevail.

When the Company convenes a shareholders' meeting with video conferencing, if a shareholder has engaged a proxy to attend the shareholders' meeting, the shareholder may not then attend the shareholders' meeting unless otherwise provided in these Rules or the Company Act. In addition, if a shareholder, proxy solicitor, or proxy agent intends to take part in the meeting by video conferencing, they shall register with the Company by 2 days prior to the scheduled meeting date of the shareholders' meeting.

If, after the service of the power of attorney of the proxy to the Company, the shareholder issuing the proxy intends to take part in the shareholders' meeting by video conference, the shareholder shall issue a proxy rescission notice to the Company by 2 days prior to the scheduled date of the shareholders' meeting. In the absence of a timely rescission, the voting power exercised by the authorized proxy agent at the meeting shall prevail.

Article 5 The venue for a shareholders' meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders' meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting. The restrictions on the place of the meeting shall not apply when the Company convenes a virtual-only shareholders' meeting.

Article 6 The Company shall specify in its shareholders' meeting notices the time during which attendance registrations for shareholders, solicitors and proxies (collectively "shareholders") will be accepted, the place to register for attendance, and other matters for attention. The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. For virtual shareholders' meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as attend the shareholders' meeting in person.

Shareholders shall attend shareholders' meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification. The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.

The Company shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of directors or supervisors, pre-printed ballots shall also be furnished.

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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
AZ-MD-120-00-M02		Version No.	V1
Document Name	Rules of Procedure for Shareholders' Meetings	Page No.	4/10

When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholders' meeting. When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.

In the event of a virtual shareholders' meeting, shareholders wishing to attend the meeting online shall register with the Company two days before the meeting date.

In the event of a virtual shareholders' meeting, the Company shall upload the meeting agenda book, annual report and other meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

Article 6-1 To convene a virtual shareholders' meeting, the Company shall include the follow particulars in the shareholders' meeting notice:
1 How shareholders attend the virtual meeting and exercise their rights.
2 Actions to be taken if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events, at least covering the following particulars:
- (1) To what time the meeting is postponed or from what time the meeting will resume if the above obstruction continues and cannot be removed, and the date to which the meeting is postponed or on which the meeting will resume.
- (2) Shareholders not having registered to attend the affected virtual shareholders meeting shall not attend the postponed or resumed session.
- (3) In case of a hybrid shareholders meeting, when the virtual meeting cannot be continued, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders' meeting online, meets the minimum legal requirement for a shareholders' meeting, then the shareholders' meeting shall continue. The shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, and the shareholders attending the virtual meeting online shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders' meeting.
- (4) Actions to be taken if the outcome of all proposals has been announced and extraordinary motion has not been carried out.
3 To convene a virtual-only shareholders' meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders' meeting online shall be specified. In addition to the conditions stated in the Article 44-9, Paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, shareholders shall at least be provided with connection equipment and necessary assistance, and the period during which shareholders may submit a request to the Company and other relevant issues shall be specified.
Article 7 If a shareholders' meeting is convened by the Board of Directors, the meeting shall be chaired by the Chairman. When the Chairman is on leave or for any reason unable to exercise the powers of the Chairman, the Chairman shall appoint one of the directors to act as chair. Where the Chairman does not make such a designation, the directors shall select from among themselves one person to serve as chair.
When a director serves as chair, as referred to in the preceding paragraph, the director shall be one who has held that position for six months or more and who understands the financial and business conditions of the Company. The same shall be true for a representative of a juristic person director that serves as chair.
It is advisable that shareholders' meetings convened by the Board of Directors be chaired by the Chairman in person and attended by a majority of the directors and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes. If a shareholders' meeting is convened by a party with power to convene but other than the Board of Directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.
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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
AZ-MD-120-00-M02		Version No.	V1
Document Name	Rules of Procedure for Shareholders' Meetings	Page No.	5/10

The Company may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders' meeting in a non-voting capacity. Article 8 The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders' meeting, and the voting and vote counting procedures. The recorded materials of the preceding paragraph shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.

In the event of a video conference shareholders' meeting, the Company shall keep records of the shareholders' registration, enrollment, check-in, questions and voting and the Company's vote counting results, and shall continuously and uninterruptedly record and videotape the entire video conference. The Company shall keep the aforementioned information and audio and video recordings safe throughout the life of the Company, and shall give the audio and video recordings to the person entrusted with the video conference for retention. In case of a virtual shareholders' meeting, the Company is advised to audio and video record the back-end operation interface of the virtual meeting platform. Article 9 Attendance at shareholders meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically. The chair shall call the meeting to order at the appointed meeting time and disclose information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned. In the event of a virtual shareholders' meeting, the Company shall also declare the meeting adjourned at the virtual meeting platform. If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, Paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders' meeting shall be convened within one month. In the event of a virtual shareholders' meeting, shareholders intending to attend the meeting online shall re-register to the Company in accordance with Article 6.

When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders' meeting pursuant to Article 174 of the Company Act. Article 10 If a shareholders' meeting is convened by the Board of Directors, the meeting agenda shall be set by the Board of Directors. Votes shall be cast on each separate proposal in the agenda, or deemed passed if the chair receives no objections from any attendees. Where there is an objection, it shall be determined with a vote by ballot. The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders' meeting. The provisions of the preceding paragraph apply mutatis mutandis to a shareholders' meeting convened by a party with the power to convene that is not the Board of Directors. The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders' meeting. If the chair declares the meeting adjourned in violation of the Rules of Procedure, the other members of the Board of Directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by

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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
AZ-MD-120-00-M02		Version No.	V1
Document Name	Rules of Procedure for Shareholders' Meetings	Page No.	6/10

agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting. Article 11 Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair.

A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.

Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech. When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.

When a juristic person shareholder appoints two or more representatives to attend a shareholders' meeting, only one of the representatives so appointed may speak on the same proposal. After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.

Where a virtual shareholders' meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in paragraphs 1 to 5 do not apply.

As long as questions so raised in accordance with the preceding paragraph are not in violation of the regulations or beyond the scope of a proposal, it is advisable the questions be disclosed to the public at the virtual meeting platform.

Article 12 Voting at a shareholders meeting shall be calculated based the number of shares. With respect to resolutions of shareholders' meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares. When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the interests of the Company, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder.

The number of shares for which voting rights may not be exercised under the preceding paragraph shall not be calculated as part of the voting rights represented by attending shareholders.

With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

Article 13 A shareholder shall be entitled to one vote for each share held. Except when the shares are restricted shares or are deemed non-voting shares under Article 179, Paragraph 2 of the Company Act.

1 When the Company holds a shareholders' meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders' meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person.

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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
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However, the shareholder will be deemed as having waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting; it is therefore advisable that the Company avoid the submission of extraordinary motions and amendments to original proposals.

2 A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company before two days before the date of the shareholders meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail. Except when a declaration is made to cancel the earlier declaration of intent.
3 After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders' meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, before two business days before the date of the shareholders' meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders' meeting, the voting rights exercised by the proxy in the meeting shall prevail.
4 Except as otherwise provided in the Company Act and in the Company's Articles of Incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.
5 When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company. Vote counting for shareholders' meeting proposals or elections shall be conducted in public at the place of the shareholders meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

When the Company convenes a virtual shareholders' meeting, after the chair declares the meeting open, shareholders attending the meeting online shall cast votes on proposals and elections on the virtual meeting platform before the chair announces the voting session ends or will be deemed abstained from voting.

In the event of a virtual shareholders meeting, votes shall be counted at once after the chair announces the voting session ends, and results of votes and elections shall be announced immediately.

When the Company convenes a hybrid shareholders' meeting, if shareholders who have registered to attend the meeting online in accordance with Article 6 decide to attend the physical shareholders' meeting in person, they shall revoke their registration two days before the shareholders' meeting in the same manner as they registered. If their registration is not revoked within the time limit, they may only attend the shareholders' meeting online.

When shareholders exercise voting rights by correspondence or electronic means, unless they have withdrawn the declaration of intent and attended the shareholders' meeting online, except for extraordinary motions, they will not exercise voting rights on the original proposals or make any amendments to the original proposals or exercise voting rights on amendments to the

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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
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Document Name	Rules of Procedure for Shareholders' Meetings	Page No.	8/10
original proposal.

Article 14 The election of directors or supervisors at a shareholders' meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and supervisors and the numbers of votes with which they were elected, and the names of directors and supervisors not elected and number of votes they received. The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation. Article 15 Matters relating to the resolutions of a shareholders' meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form. The Company may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS. The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors or supervisors. The minutes shall be retained for the duration of the existence of the Company. Where a virtual shareholders' meeting is convened, in addition to the particulars to be included in the meeting minutes as described in the preceding paragraph, the start time and end time of the shareholders' meeting, how the meeting is convened, the chair's and secretary's name, and actions to be taken in the event of disruption to the virtual meeting platform or participation in the meeting online due to natural disasters, accidents or other force majeure events, and how issues are dealt with shall also be included in the minutes. When convening a virtual-only shareholders' meeting, other than compliance with the requirements in the preceding paragraph, the Company shall specify in the meeting minutes alternative measures available to shareholders with difficulties in attending a virtual-only shareholders' meeting online. Article 16 On the day of a shareholders' meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders' meeting. In the event a virtual shareholders' meeting, the Company shall upload the above meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting. During the Company's virtual shareholders' meeting, when the meeting is called to order, the total number of shares represented at the meeting shall be disclosed on the virtual meeting platform. The same shall apply whenever the total number of shares represented at the meeting and a new tally of votes is released during the meeting. If matters put to a resolution at a shareholders' meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (or Taipei Exchange Market) regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed time period. Article 17 Staff handling administrative affairs of a shareholders meeting shall wear identification cards or arm bands. The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor." At the place of a shareholders' meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by the Company, the chair may prevent the

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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
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shareholder from so doing.

When a shareholder violates the Rules of Procedure and defies the chair's correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting.
Article 18 When a meeting is in progress, the chair may announce a break based on time considerations. If a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed.
If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders' meeting may adopt a resolution to resume the meeting at another venue.
A resolution may be adopted at a shareholders meeting to defer or resume the meeting within five days in accordance with Article 182 of the Company Act.
Article 19 In the event of a virtual shareholders' meeting, the Company shall disclose real-time results of votes and election immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chair has announced the meeting adjourned.
Article 20 When the Company convenes a virtual-only shareholders' meeting, both the chair and secretary shall be in the same location, and the chair shall declare the address of their location when the meeting is called to order.
Article 21 In the event of a virtual shareholders' meeting, the Company may offer a simple connection test to shareholders prior to the meeting, and provide relevant real-time services before and during the meeting to help resolve communication technical issues.
In the event of a virtual shareholders' meeting, when declaring the meeting open, the chair shall also declare, unless under a circumstance where a meeting is not required to be postponed to or resumed at another time under Article 44-20, Paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply. For a meeting to be postponed or resumed as described in the preceding paragraph, shareholders who have not registered to participate in the affected shareholders' meeting online shall not attend the postponed or resumed session.

For a meeting to be postponed or resumed under the second paragraph, the number of shares represented by, and voting rights and election rights exercised by the shareholders who have registered to participate in the affected shareholders' meeting and have successfully signed in the meeting, but do not attend the postpone or resumed session, at the affected shareholders' meeting, shall be counted towards the total number of shares, number of voting rights and number of election rights represented at the postponed or resumed session.

During a postponed or resumed session of a shareholders' meeting held under the second paragraph, no further discussion or resolution is required for proposals for which votes have been cast and counted and results have been announced, or list of elected directors and supervisors.

When the Company convenes a hybrid shareholders' meeting, and the virtual meeting cannot continue as described in second paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders' meeting online, still meets the minimum legal requirement for a shareholders' meeting, then the shareholders' meeting shall continue, and no postponement or resumption thereof under Paragraph 2 is required.

Under the circumstances where a meeting should continue as in the preceding paragraph, the shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, provided these

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Document No.	Arizon RFID Technology (Cayman) Co.,Ltd.	Effective as of	2024.03.14
AZ-MD-120-00-M02		Version No.	V1
Document Name	Rules of Procedure for Shareholders' Meetings	Page No.	10/10

shareholders shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders' meeting.

When postponing or resuming a meeting according to Paragraph 2, the Company shall handle the preparatory work based on the date of the original shareholders' meeting in accordance with the requirements listed under Article 44-20, Paragraph 7 of the Regulations Governing the Administration of Shareholder Services of Public Companies.

For dates or period set forth under Article 12, second half, and Article 13, Paragraph 3 of Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, and Article 44-5, Paragraph 2, Article 44-15, and Article 44-17, Paragraph 1 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall handle the matter based on the date of the shareholders' meeting that is postponed or resumed under Paragraph 2.
Article 22 When convening a virtual-only shareholders meeting, the Company shall provide appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders' meeting online. In addition to the conditions stated in the Article 44-9, Paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, shareholders shall at least be provided with connection equipment and necessary assistance, and the period during which shareholders may submit a request to the Company and other relevant issues shall be specified.
Article 23 These Rules shall take effect after having been submitted to and approved by a shareholders' meeting. Subsequent amendments thereto shall be effected in the same manner.
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THE CAYMAN ISLANDS

THE COMPANIES ACT (AS AMENDED)

AMENDED AND RESTATED MEMORANDUM AND

ARTICLES OF ASSOCIATION

Arizon RFID Technology (Cayman) Co., Ltd.

Incorporated on the 21[st] day of October, 2021

(as adopted by a Special Resolution passed on the 27[th] day of June, 2023)

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THE CAYMAN ISLANDS THE COMPANIES ACT (AS AMENDED) COMPANY LIMITED BY SHARES

AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF

Arizon RFID Technology (Cayman) Co., Ltd.

(as adopted by a Special Resolution passed on the 27[th] day of June, 2023)

The name of the Company is Arizon RFID Technology (Cayman) Co., Ltd..
The Registered Office of the Company shall be situated at the offices of The Grand Pavilion Commercial Centre, Oleander Way, 802 West Bay Road, P.O. Box 32052, Grand Cayman KY1-1208, Cayman Islands. Cayman Islands or such other place within the Cayman Islands as the Board may from time to time decide, being the registered office of the Company.
Subject to the following provisions of this Memorandum of Association, the objects for which the Company is established are unrestricted and the Company shall have full power and authority to carry out any object not prohibited by any law.
Subject to the following provisions of this Memorandum of Association, the Company shall have and be capable of exercising all the functions of a natural person of full capacity irrespective of any question of corporate benefit, as provided by Section 27(2) of the Companies Act (as amended).
Nothing in this Memorandum of Association shall permit the Company to carry on a business for which a license is required under the laws of the Cayman Islands unless duly licensed.
The Company shall not trade in the Cayman Islands with any person, firm or corporation except in furtherance of the business of the Company carried on outside the Cayman Islands; provided that nothing in this clause shall be construed as to prevent the Company effecting and concluding contracts in the Cayman Islands, and exercising in the Cayman Islands all of its powers necessary for the carrying on of its business outside the Cayman Islands.
The liability of each member is limited to the amount from time to time unpaid on such member’s shares.
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The share capital of the Company is NT$ 1,000,000,000 divided into 100,000,000 ordinary shares of a nominal or par value of NT$10 each with power for the Company.
Capitalised terms that are not defined in this Memorandum of Association bear the same meaning as those given in the Articles of Association of the Company and the interpretations section of the Articles of Association of the Company shall apply to this Memorandum of Association.
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THE CAYMAN ISLANDS THE COMPANIES ACT (AS AMENDED) COMPANY LIMITED BY SHARES

AMENDED AND RESTATED ARTICLES OF ASSOCIATION

OF

Arizon RFID Technology (Cayman) Co., Ltd.

(as adopted by a Special Resolution passed on the 27[th] day of June, 2023)

INTERPRETATION

The Regulations contained or incorporated in Table A of the First Schedule of the Companies Act of the Cayman Islands (as amended, supplemented or otherwise modified from time to time) shall not apply to this Company.
(1) In these Articles the following terms shall have the meanings set opposite unless the context otherwise requires:

Acquisition

means a transaction of acquiring shares, business or assets of another company and the consideration for the transaction being the shares, cash or other assets, as defined in the Enterprise Mergers and Acquisitions Law of the R.O.C..

Applicable Listing Rules

means the relevant laws, regulations, rules and codes as amended, from time to time, applicable as a result of the original and continued trading or listing of any shares on any Taiwan stock exchange or securities market, including, without limitation the relevant provisions of the Securities and Exchange Act of the R.O.C., the Company Act of the R.O.C., the Enterprise Mergers and Acquisitions Law of the R.O.C.., the Act Governing Relations Between Peoples of the Taiwan Area and the Mainland Area, and any similar laws, statutes and the rules and regulations of the R.O.C. authorities thereunder, and the rules and regulations promulgated by the Financial Supervisory Commission, the TPEx and the TWSE (where applicable).

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Appraisal Price has the meaning set out in paragraph (3) of Article 55. Articles means these Articles of Association of the Company in their present form, as amended, substituted or supplemented from time to time by a Special Resolution.
Auditors means the certified public accountant (if any) retained by the Company to audit the accounts of the Company, to audit and/or certify the financial statements of the Company or to perform other similar duties as assigned or requested by the Company for the time being.
Board means the board of Directors of the Company comprising all the Directors.
Capital Reserve means (1) the Share Premium Account, (2) income from endowments received by the Company and (3) other items generated and treated as capital reserve pursuant to the Applicable Listing Rules or generally accepted accounting principles.
Chairman has the meaning given thereto in Article 76.
Class or Classes means any class or classes of Shares as may from time to time be issued by the Company in accordance with these Articles.
Commission means the Financial Supervisory Commission of the R.O.C. or any other authority for the time being administering the Securities and Exchange Act of the R.O.C..
Company means Arizon RFID Technology (Cayman) Co., Ltd.; Consolidation means the combination of two or more constituent companies into a consolidated company and the vesting of the undertaking, property and liabilities of such companies in the consolidated company within the meaning of the Law and the Applicable Listing Rules.

D&O insurance has the meaning set out in Article 81. Director means a director of the Company or an Independent Director (if any) for the time being who collectively form the Board, and “Directors” means 2 or more of them (including any and all Independent Director(s)).

Discount Transfer

has the meaning set out in Article 26(4).

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Electronic

shall have the meaning given to it in the Electronic Transactions Act (as amended) of the Cayman Islands and any amendment thereto or re-enactments thereof for the time being in force and includes every other law incorporated therewith or substituted therefore.

Employees

employees of the Company and/or any of the Subordinate Companies of the Company, as determined by the Board from time to time in its sole discretion, and “Employee” shall mean any one of them.
Financial Statements has the meaning set out in Article 111.
Independent Directors
those Directors designated as "Independent Directors" who are elected by the Members at a general meeting and appointed as "Independent Directors" for the purpose of these Articles and the requirements of the Applicable Listing Rules, and “Independent Director” means any one of them.
Juristic Person means a firm, corporation or other organization which is recognised by the Law and the Applicable Listing Rules as a legal entity.
Law
means the Companies Act of the Cayman Islands and any amendment or other statutory modification thereof and every other act, order, regulation or other instrument having statutory effect (as amended from time to time) for the time being in force in the Cayman Islands applying to or affecting the Company, the Memorandum and/or these Articles, and where in these Articles any provision of the Law is referred to, the reference is to that provision as modified by any law for the time being in force.
Member or Shareholder means a Person who is duly registered as the holder of any Share or Shares in the Register for the time being, including persons who are jointly so registered and “Members” or “Shareholders” means 2 or more of them.
Memorandum
means the memorandum of association of the Company, as amended or substituted from time to time.
Merger

means the merging of two or more constituent companies and the vesting of their undertaking, property and liabilities

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in one of such companies as the surviving company within the meaning of the Law and the Applicable Listing Rules.

Month means a calendar month. NTD means New Taiwan Dollars. Ordinary Resolution means a resolution (a) passed by a simple majority of votes cast by such Members as, being entitled to do so, vote in person or, in the case of any Members being Juristic Persons, by their respective duly authorised representatives or, where proxies are allowed, by proxy, present at a general meeting of the Company held in accordance with these Articles; or (b) at any time other than during the Relevant Period, approved in writing (in one or more counterparts) signed by all Members for the time being entitled to receive notice of and to attend and vote at general meetings (or being Juristic Persons by their duly authorized representatives).

Person means any natural person, firm, company, joint venture, partnership, corporation, association or other entity (whether or not having a separate legal personality) or any of them as the context so requires.

Preferred Shares has the meaning given thereto in Article 7. Private Placement means an offer by the Company of its Shares, bonds and other securities approved by the Commission to specific persons pursuant to the Applicable Listing Rules. Quorum has the meaning given thereto in Article 42. Register means the register of Members of the Company maintained in accordance with the Law at such place within or outside the Cayman Islands.

Registered Office means the registered office of the Company for the time being as required under the Law.

Relevant Period means the period any of the securities of the Company listed on the TPEx or the TWSE (and so that if at any time registration or listing of any such securities is suspended for any reason whatsoever and for any length of time, they

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shall nevertheless be treated, for the purpose of this definition, as registered or listed).

R.O.C. or Taiwan

means the Republic of China, its territories, its possessions and all areas subject to its jurisdiction.

R.O.C. Courts

means the Taiwan Taipei District Court or any other competent courts in the R.O.C..

Seal

means the common seal of the Company (if applicable) or any facsimile or official seal (if applicable) for the use outside of the Cayman Islands.

Secretary
means any Person for the time being appointed by the Directors to perform any of the duties of the secretary of the Company and including any assistant, deputy, acting or temporary secretary.
Share

means any share in the capital of the Company. All references to "Shares" herein shall be deemed to be Shares of any or all Classes as the context may require. For the avoidance of doubt in these Articles the expression "Share" shall include a fraction of a Share.

Share Premium Account means the share premium account of the Company established in accordance with these Articles and the Law.
Shareholder Service Agent means the agent licensed by the R.O.C. authorities and having its offices in the R.O.C. to provide shareholder services, in accordance with the Applicable Listing Rules and the Regulations Governing the Administration of Shareholder Services of Public Companies of the R.O.C. (as revised), to the Company.
signed
means bearing a signature or representation of a signature affixed by mechanical means or an electronic symbol or process attached to or logically associated with an electronic communication and executed or adopted by a Person with the intent to sign the electronic communication.
Special Reserve
has the meaning set out in Article 102.
Special Resolution
means a resolution passed by two-thirds (2/3) or more of the votes cast by such Members as, being entitled so to do, vote in person or, where proxies are allowed, by proxy at a
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general meeting of which notice specifying the intention to propose the resolution as special resolution has been duly given.

Spin-off
means an act wherein a transferor company transfers all of its independently operated business or any single independently operated business to an existing or a newly incorporated company as consideration for that existing transferee company or newly incorporated transferee company to give shares, cash or other assets to the transferor company or to shareholders of the transferor company as defined in the Enterprise Mergers and Acquisitions Law of the R.O.C..
Statutory Reserve
means a reserve set aside in an amount equal to ten percent (10%) of the annual profits of the Company under the Applicable Listing Rules.
Subordinate Company
means any company (a) of which a majority of the total outstanding voting shares or the total amount of the capital stock is held by the Company; (b) in which the Company has a direct or indirect control over the management of the personnel, financial or business operation of that company; (c) of which a majority of directors in such company are contemporarily acting as directors in the Company; or (d) of which a majority of the total outstanding voting shares or the total amount of the capital stock of such companies and that of the Company are held by the same Members.
Supermajority Resolution means (a) a resolution adopted by a majority vote of the Members present and entitled to vote on such resolution at a general meeting attended in person or by proxy by Members who represent two-thirds (2/3) or more of the total outstanding Shares of the Company or, (b) if the total number of Shares represented by the Members present at the general meeting is less than two-thirds (2/3) of the total outstanding Shares of the Company, but more than half of the total outstanding Shares of the Company, a resolution adopted at such general meeting by the Members who represent two-thirds (2/3) or more of the Shares present and entitled to vote on such resolution.

TDCC

means the Taiwan Depository & Clearing Corporation.

TPEx means the Taipei Exchange in Taiwan.

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Treasury Shares

means Shares that have been purchased by the Company and have not been cancelled but have been held continuously by the Company since they were purchased in accordance with the Law.

TWSE

Video Communication Facilities

Virtual Meeting

means the Taiwan Stock Exchange Corporation. means video, video-conferencing, internet or online conferencing applications and/or any other videocommunication, internet or online conferencing application or video telecommunications facilities by means of which all persons participating in a meeting are capable of hearing and be heard by each other.

means any general meeting of the Members at which the Members (and any other permitted participants of such meeting, including, without limitation, the chairperson of such meeting and any Directors) are permitted to attend and participate solely by means of Video Communication Facilities.

(2) Unless the context otherwise requires, expressions defined in the Law and used herein shall have the meanings so defined.
(3) In these Articles unless the context otherwise requires:
(a) words importing the singular number shall include the plural number and vice-versa;
(b) words importing the masculine gender shall include the feminine gender and neuter genders;
(c) written" include all modes of representing or reproducing words in visible form, including in the form of an Electronic Record;
(d) "may" or “could” shall be construed as permissive and "shall" shall be construed as imperative; and
(e) any phrase introduced by the terms "including", "include", "in particular" or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
(4) Headings used herein are intended for convenience only and shall not affect the construction of these Articles.

Commencement of Business

After incorporation, the Company may operate its business at the time the Board deems
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fit.

The Company shall operate its business in compliance with the Applicable Listing Rules and business ethics, and may promote perform actions that the public interest to fulfil the social responsibility of the Company.
The Board may pay, out of the capital or any other monies of the Company, all expenses incurred in or about the formation and establishment of the Company, including the expenses of registration.

Subject to these Articles and any resolution of the Members to the contrary, the Board may, in respect of all Shares for the time being unissued:
(a) offer, issue and allot of such Shares to such Persons, in such manner, on such terms and having such rights and being subject to such restrictions as they may from time to time determine, but so that no Share shall be issued at a discount, except in accordance with the provisions of the Law and, if during the Relevant Period, the Applicable Listing Rules; and
(b) grant options with respect to such Shares and issue warrants or similar instruments with respect thereto, in accordance with the provisions of the Law and, if during the Relevant Period, the Applicable Listing Rules;

For such purposes, the Board may reserve an appropriate number of Shares for the time being unissued.

The Company may issue Shares of different Classes with rights which are preferential or inferior to those of ordinary Shares issued by the Company (the “ Preferred Shares ”) with the approval of a majority of the Directors and present at a meeting attended by two-thirds (2/3) or more of the total number of the Directors.
Prior to the issuance of any Preferred Shares approved pursuant to the preceding Article hereof, these Articles shall be amended and passed by a Special Resolution at a general meeting to set forth the rights and obligations of the Preferred Shares, including but not limited to the following terms, and provided that such rights and obligations of the Preferred Shares shall not contradict the mandatory provisions of Applicable Listing Rules regarding the rights and obligations of such Preferred Shares, and the same shall apply to any variation of rights of Preferred Shares:
(a) the total number of Preferred Shares that have been authorised to be issued and the numbers of the Preferred Shares already issued;
(b) the order, fixed amount or fixed ratio of allocation of dividends, bonuses and other distributions on such Preferred Shares;
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- (c) the order, fixed amount or fixed ratio of allocation of surplus assets of the Company, upon its liquidation, to the holders of the Preferred Shares;
- (d) the order of or restrictions on the voting right(s) (including, where applicable, a statement that such Preferred Shares have no voting rights whatsoever) of the holders of such Preferred Shares;
- (e) other matters concerning rights and obligations incidental to the Preferred Shares; and
- (f) the method by which the Company is authorised or compelled to redeem the Preferred Shares, or a statement that redemption rights shall not apply.
(1) The Company shall issue Shares without printing share certificates, provided that the Register shall be conclusive evidence of the entitlement of a Person to Shares recorded against his/her/its name. During the Relevant Period, whenever the Company issues Shares, the Company shall deliver or cause the Shareholder Service Agent to deliver Shares by advising TDCC to record the number of Shares against the name of each subscriber within thirty (30) days from the date such Shares may be delivered, pursuant to the Law and the Applicable Listing Rules. The Company shall make a public announcement in accordance with the Applicable Listing Rules prior to the delivery of such Shares.
(2) The Company shall not issue bearer Shares.
(3) The Company shall not issue any unpaid Shares or partial paid-up Shares to any Person.

ISSUANCE OF NEW SHARES

Subject to these Articles and the Applicable Listing Rules, the issue of new Shares of the Company shall be approved by a majority of the Directors present at a meeting attended by two-thirds (2/3) or more of the total number of the Directors. The issue of new Shares shall at all times be subject to the sufficiency of the authorised capital of the Company.
During the Relevant Period:
(1) upon each issuance of new Shares, the Directors may reserve not more than fifteen percent (15%) of the new shares for subscription by the Employees who are determined by the Board in its reasonable discretion; and
(2) where the Company issues new Shares for cash consideration, after the Board reserving certain percentage of the new Shares for subscription by the Employees pursuant to subsection (1) of this Article, the Company shall allocate ten percent (10%) (or such greater percentage as the Company by an Ordinary Resolution determines) of the total number of the new Shares to be issued for offering in the R.O.C. to the public unless (i) the Commission, the TPEx and/or the TWSE (where applicable) considers such
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public offering unnecessary or inappropriate or (ii) the Applicable Listing Rules provide otherwise.

During the Relevant Period, subject to an Ordinary Resolution, upon each issuance of new Shares for cash consideration, the Company shall, after reserving the portion of new Shares for subscription by the Employees and public offering in the R.O.C. pursuant to the preceding paragraph, first offer such remaining new Shares, by a public announcement and a written notice to each existing Member respectively, stating that in case any such existing Member fails to confirm his/her/its subscription within the prescribed period his/her/its subscription right shall be forfeited, for the subscription of each such existing Member in proportion to the number of Share(s) held by him/her/it, provided that:
(a) where any fractional Share held by a Member is insufficient to subscribe for one new Share, the fractional Shares being held by several Members may be combined for joint subscription of one or more integral new Shares or for subscription of new Shares in the name of a single Member;
(b) the existing Member(s) may assign and transfer his subscription right to other Persons independently of his original Shares; and
(c) new Shares left unsubscribed may be offered to the public or to specific Persons through negotiation.
Subparagraph (1) of Article 11 and the preceding Article shall not apply whenever the new Shares are issued for the following purpose:
(a) in connection with a Merger or a Consolidation of the Company or a Spin-off of the Company's business, or pursuant to any reorganisation of the Company;
(b) in connection with meeting the Company’s obligation under Share subscription warrants and/or options granted to the Employees;
(c) in connection with meeting the Company’s obligation under corporate bonds which are convertible bonds or vested with rights to acquire Shares;
(d) in connection with meeting the Company’s obligation under share subscription warrant or Preferred Shares vested with rights to acquire Shares; or
(e) in connection with any other event otherwise prohibited, limited, restricted or exempted to so apply pursuant to the Law and/or the Applicable Listing Rules.
During the Relevant Period, subject to the Applicable Listing Rules, the Company may, upon adoption of a resolution passed by a majority of the Directors present at a meeting of the Board attended by two-thirds (2/3) or more of the total number of Directors, enter into a share subscription right agreement with the Employees whereby such Employees may subscribe, within a specific period of time, for a specific number of Shares of the Company
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at an agreed subscription price. Upon execution of the said agreement, the Company shall issue to each of such Employees a share subscription warrant. Such issued share subscription warrant shall be non-assignable, except for transfer by inheritance or intestacy.

During the Relevant Period, the Company may, subject to approval of Shareholders by way of Supermajority Resolution, issue new Shares with restricted rights as approved by such Supermajority Resolution to Employees. In respect of the issuance of Shares to Employees in the preceding sentence, the number of Shares to be issued, issue price, issue conditions, restrictions and other matters shall be subject to the Applicable Listing Rules and the Law.
(1) During the Relevant Period and subject to the Applicable Listing Rules, the Company may, by a resolution passed by at least two-thirds (2/3) of votes cast by Shareholders present at the general meeting with a quorum of more than half of the total number of the issued Shares at the general meeting carry out Private Placement of its securities to the following entities in Taiwan:
- (a) banks, bills finance enterprises, trust enterprises, insurance enterprises, securities enterprises, or other Juristic Persons or institutions approved by the Commission;
- (b) natural persons, Juristic Persons, or funds meeting the conditions prescribed by the Commission; or
- (c) directors, supervisors, officers and managers of the Company or its affiliated enterprises.
(2) Subject to the preceding Paragraph, a Private Placement of ordinary corporate bonds may be carried out in instalments within one (1) year of the date of the relevant resolution of the Board approving such Private Placement.
Subject to the provisions of the Applicable Listing Rules, when the total number of new Shares in issue has been subscribed to in full, the Company shall immediately send a call notice to the subscribers for unpaid Shares. Where Shares are issued at a price higher than par value, the premium and the par value shall be collected at the same time. Where the subscriber delays payment for subscribing to the Shares, the Company shall designate a cure period of not less than one (1) Month by serving a notice on him/her/it requiring such payment. The Company shall also declare in the notice that in case of default of payment within the said cure period, the subscriber’s right to subscribe to new Shares shall be forfeited. After the Company has made such request, the subscribers who fail to settle the outstanding payment accordingly shall forfeit their rights to subscribe to the Shares and the Shares subscribed by them in the first place shall be otherwise offered by the Company.

MODIFICATION OF RIGHTS

If at any time the share capital of the Company is divided into different Classes of Shares, the rights attached to any Class, unless otherwise provided by the terms of issue of the
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Shares of that Class, may, whether or not the Company is being wound up, be varied with the sanction of a Special Resolution passed at a general meeting of the holders of the Shares of that Class. Notwithstanding the foregoing, if any modification or alteration in the Articles is prejudicial to the preferential rights of any Class of Shares, such modification or alteration shall be adopted by a Special Resolution and shall also be adopted by a Special Resolution passed at a separate meeting of Members of that Class of Shares.

The relevant provisions of the Articles relating to general meetings shall apply to every Class meeting of the holders of the same Class of the Shares.
The rights conferred upon the holders of the Shares of any Class issued with preferred or other rights shall not, unless otherwise expressly provided by the terms of issue of the Shares of that Class, be deemed to be materially adversely varied or abrogated by, inter alia , the creation, allotment or issue of further Shares ranking pari passu with or subsequent to them or the redemption or purchase of Shares of any Class by the Company.

REGISTER

Subject to the Law, the Board shall cause to be kept the Register at such place within or outside the Cayman Islands as it deems fit. During the Relevant Period, the Register shall be entered therein the particulars required under the Law and the Applicable Listing Rules, and shall be made available at its Shareholder Service Agent’s office in the R.O.C., any of its Shareholders is entitled to inspect such documents from time to time. If a general meeting is called by the Board or any authorized person(s) other than the Board may request the Company or the securities agent to provide the Register.
Notwithstanding anything contained in these Articles, during the Relevant Period, the relevant information of the Members shall be recorded by TDCC, and the Company shall recognize each person identified in the records provided by TDCC to the Company as a Member and such records shall form part of the Register as at the date of receipt of such records by the Company.

REDEMPTION AND REPURCHASE OF SHARES

(1) Subject to the Law and these Articles, Shares may be issued on the terms that they are, or at the option of the Company or the holder are, to be redeemed on such terms and in such manner as the Company, before the issue of the shares, may by Special Resolution determine.
(2) All Preferred Shares may be redeemed in accordance with the provisions of the Law, provided that the privileges accorded to holders of the Preferred Shares by these Articles shall not be impaired under the Law and the Applicable Listing Rules.
(1) During the Relevant Period and subject to the Applicable Listing Rules, upon the approval of a majority of the Directors present at a Board meeting attended by twothirds (2/3) or more of Directors, the Company may purchase its own Shares.
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(2) Such resolutions of the Board approving purchases of Shares and the implementation thereof (including the failure of any purchase of Shares as approved by such resolutions, if any) shall be reported to the Shareholders at the next general meeting of the Company.
(1) Shares repurchased, redeemed or acquired (by way of surrender or otherwise) by the Company shall be cancelled immediately or held as Treasury Shares, upon such terms and manner and subject to such conditions as the Board thinks fit.
(2) During the Relevant Period, all matters relating to the Company’s redemption and repurchase of Shares shall be subject to the Law and the Applicable Listing Rules.
(1) Subject to the Law, for so long as the Company holds Treasury Shares, the Company shall be entered in the Register as the holder of the Treasury Shares, provided that:
- (a) the Company shall not be treated as a Member for any purpose and shall not exercise any right in respect of the Treasury Shares, and any purported exercise of such a right shall be void;
- (b) the Treasury Shares shall not be pledged or encumbered in any manner whatsoever;
- (c) a Treasury Share shall not be voted, directly or indirectly, at any meeting of the Company and shall not be counted in determining the total number of issued Shares at any given time, whether for the purposes of these Articles or the Law; and
- (d) no dividend/bonus may be declared or paid, and no other distribution (whether in cash or otherwise) of the Company’s assets (including any distribution of assets to Members on a winding up) may be made to the Company, in respect of a Treasury Share.
(2) Subject to Paragraph (4) of this Article and the Applicable Listing Rules, the Treasury Shares may be disposed of by the Company on such terms and conditions as determined by the Board and may be transferred to the Employees who are determined by the Board in its reasonable discretion. If the Treasury Shares having been repurchased by the Company is for the purpose of the transfer to Employees under the Applicable Listing Rules, such Employees may undertake to the Company to refrain from transferring such Shares during certain period with a maximum of two (2) years.
(3) A sum equal to the consideration (if any) received by the Company pursuant to the transfer of Treasury Share(s) shall be credited in accordance with the Law.
(4) Subject to Paragraph (5) of this Article and the Law, the Company may, by way of a Special Resolution passed at the next general meeting of the Company, transfer the Treasury Shares to the Employees for a price that is below the average price that the Company has paid to purchase such Treasury Shares (the “ Discount Transfer ”),
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provided that the following matters shall be specified in the notice of such general meeting with the description of their major contents, and shall not be proposed as ad hoc motions:

  - (a) the transfer price of the Treasury Shares as determined by the Board, the discount rate used for the Discount Transfer, and the calculation basis of the Discount Transfer, and the basis of such determination;

  - (b) the amount of the Treasury Shares to be transferred pursuant to, and the purpose of, the Discount Transfer, and the basis of such determination;

  - (c) the qualification and terms of the Employees to whom the Treasury Shares are transferred and the amount of Treasury Shares for which such Employees may subscribe pursuant to the Discount Transfer; and

  - (d) matters that the Board is of the opinion that may affect Shareholders' equity, including:

     - (i) any expenses that may be incurred and dilution of per share profit, if any, due to the Discount Transfer in accordance with the Applicable Listing Rules; and

     - (ii) any financial burden on the Company caused by the Discount Transfer in accordance with the Applicable Listing Rules.

(5) The aggregate number of Treasury Shares to be transferred to Employees pursuant to the preceding paragraph and the aggregate number of Treasury Shares transferred to any individual Employee shall be subject to the Applicable Listing Rules as applied to the Company and shall not exceed the stipulated percent of the Company's total issued, allotted and outstanding Shares as at the date of transfer of any Treasury Shares to the Employee.
Notwithstanding anything to the contrary contained in these Articles but subject to the Law and the Applicable Listing Rules, the Company may carry out a compulsory purchase and cancellation of its Shares on a pro rata basis (rounded up or down to the nearest whole number) among the Shareholders in proportion to the number of Shares held by each such Shareholder subject to approval by a Special Resolution. The purchase price payable to the Shareholders in connection with a purchase of Shares described in the preceding sentence may be paid in cash or in kind. Where any purchase price is paid in kind, the type of such payment in kind and the corresponding amount of such substitutive distribution shall be subject to approval by a Special Resolution as well as individual consent by the Shareholder(s) receiving such payment in kind. Prior to convening the general meeting for approving such purchase of Shares, the Board shall determine the monetary equivalent value of any purchase price to be paid in kind and have such value audited and certified by a certified public accountant in the R.O.C.
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TRANSFER AND TRANSMISSION OF SHARES

Subject to the Law and the Applicable Listing Rules and unless otherwise provided by these Articles, the Shares shall be freely transferable.
The Company shall not be obligated to recognize any transfer or assignment of Shares unless the name/title and residence/domicile of the transferor and transferee have been recorded in the Register. The registration of transfers may be suspended when the Register is closed in accordance with Article 31(2).
Subject to the Law and notwithstanding anything to the contrary in these Articles, during the Relevant Period, Shares may be evidenced and transferred in accordance with the Applicable Listing Rules.

CLOSING REGISTER OR FIXING RECORD DATE

(1) The Board may fix in advance the record date(s) for (a) determining the Members entitled to receive any dividend/bonus, distribution or issue; (b) determining the Members entitled to receive notices of, attend or vote at any general meeting or any adjournment thereof in person, by proxy, way of a written ballot or by way of electronic transmission; and (c) any other purposes as determined by the Board. In the event the Board designates the record date(s) for (b) in accordance with this Article, such record date(s) shall be date(s) prior to the general meeting.
(2) During the Relevant Period, subject to the Law, for the purposes of (a) determining the Members entitled to receive any dividend/bonus, distribution or issue; and (b) determining the Members entitled to receive notices of, attend or vote at any general meeting or any adjournment thereof, the Board shall determine the period that the Register shall be closed for transfers and after the Company has acquired public company status, such period shall not be less than the minimum period of time prescribed by the Applicable Listing Rules.

GENERAL MEETINGS

All general meetings other than annual general meetings are extraordinary general meetings.
The Board may, whenever it thinks fit, convene a general meeting of the Company; during Relevant Period, the Company shall in each year hold a general meeting as its annual general meeting within six (6) Months after close of each financial year or such other period as may be permitted by the Commission, the TPEx or the TWSE (where applicable). The annual general meeting shall be convened by the Board and shall specify the meeting as such in the notices calling it.
During the Relevant Period, all general meetings attending in person shall be held in the R.O.C. or by Virtual Meeting or in any manner prescribed by the Applicable Listing Rules. If a general meeting attending in person is to be convened outside Taiwan, the Company,
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within two (2) days after the Board adopts such resolution, or, in the event of an extraordinary general meeting convened pursuant to Article 35 , the relevant Shareholders, shall apply for the approval of the TPEx or the TWSE (if applicable). At any time other than during the Relevant Period, the Board may convene any general meeting at such place as it deems fit. Where a general meeting is held through Virtual Meeting, it shall be convened in accordance with the regulations of the Applicable Listing Rules, and the Members participating in such meeting by Video Communication Facilities shall be deemed to have attended such meeting by himself.

Any one or more Member(s) holding at least three percent (3%) of the issued and outstanding Shares of the Company for a period of one (1) year or a longer time may, by depositing the requisition notice specifying the proposals to be resolved and the reasons, request the Board to convene an extraordinary general meeting. If the Board does not give notice to Members to convene such meeting within fifteen (15) days after the date of the requisition notice, the proposing Member(s) may convene a general meeting pursuant to the Applicable Listing Rules.
Member(s) holding more than fifty percent (50%) of the total issued and outstanding Shares for at least three (3) consecutive Months may themselves convene an extraordinary general meeting. The calculation of the holding period of Shares and the number of Shares held by a Member shall be determined based on the shareholding on starting date of the book closed period.
During the Relevant Period, the Company shall engage a Shareholder Service Agent within the R.O.C. to handle the administration of general meetings, including but not limited to, the voting matters.

NOTICE OF GENERAL MEETING

(1) During the Relevant Period, at least thirty (30) days’ notice of an annual general meeting and fifteen (15) days’ notice of an extraordinary general meeting shall be given to each Member, and the Company may make a public announcement of a notice of general meeting to Members holding less than 1,000 Shares instead of delivering the same to each Member. The period of notice shall be exclusive of the day on which it is served and of the day on which the general meeting is to be held. Such notice shall be in writing, shall specify the place, the day and the time of meeting, the manner in which the meeting shall be held, the agenda the proposals to be resolved at the general meeting and other relevant matters, and shall be given in the manner hereinafter described or be given via electronic communications if previously consented by the Members and permitted by the Law and the Applicable Listing Rules.
(2) At any time other than the Relevant Period, at least five (5) days’ notice in writing shall be given of an annual general meeting or any other general meeting PROVIDED HOWEVER that notice may be waived by all the Member either at or before the meeting is held PROVIDED FURTHER that notice or waiver thereof may be given by email, telex or telefax.
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(3) Notwithstanding the foregoing, at any time other than the Relevant Period, a general meeting shall, notwithstanding that it is called on shorter notice than that specified in these Articles, be deemed to have been properly called if it is so agreed by (a) all the Members entitled to attend and vote thereat in the case of an annual general meeting; and (b) in the case of an extraordinary general meeting, by seventy-five percent (75%) of the Members entitled to attend and vote thereat.
(1) During the Relevant Period, the Company shall make public announcements with regard to notice of general meeting, proxy form, summary information and details about items to be proposed at the meeting for approval, discussion, election or dismissal of Directors at least thirty (30) days prior to any annual general meeting or at least fifteen (15) days prior to any extraordinary general meeting.
(2) During the Relevant Period, if the Company allows the Shareholders to exercise the votes and cast the votes in writing in accordance with Article 63, the Company shall also send to the Shareholders the information and documents as described in the preceding Paragraph, together with the voting right exercise forms.
The following matters shall be specified in the notice of general meeting with the description of their major contents and shall not be proposed as ad hoc motions; the material content may be placed on the website specified by the TPEx or the TWSE (where applicable), and the website address link shall be indicated in the notice:
- (a) any election or removal of Director(s);
- (b) any alteration of the Memorandum and/or these Articles;
- (c) reduction in share capital of the Company;
- (d) application for de-registration as a public company;
- (e) any dissolution, voluntary winding-up, Merger or Consolidation (other than a short-form Merger), share swap (other than a short-form share swap) or Spin-off (other than a short-form Spin-off) of the Company;
- (f) entering into, amending, or terminating any contract for lease, management or regular joint operation of the Company’s whole business;
- (g) the transfer of the whole or any material part of the Company’s business or assets;
- (h) the acquisition of the whole business or assets of a Person, which has a material effect on the operation of the Company;
- (i) carrying out a Private Placement of any equity-type securities issued by the Company;
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(j) granting a waiver to a Director’s non-competition obligation or approving a Director to engage in activities in competition with the Company;
(k) distributing dividends or bonuses in whole or in part by way of issuance of new Shares;
(l) distribution of the legal reserve and the Capital Reserve derived from the issuance of new shares at a premium or from endowments received by the Company to shareholders in the form of new Shares or cash;
(m) issuing new Share with restricted rights to Employees; and
(n) Discount Transfer.
During the Relevant Period, the Company shall prepare a meeting handbook of the relevant general meeting and supplemental materials in accordance with the Applicable Listing Rules and available for inspection by the Members, which shall be placed at the office of the Company and the Company’s securities agent, distributed at the meeting venue, and transmitted to the website specified by the Commission, the TPEx or the TWSE (where applicable) at least twenty-one (21) days prior to the date of the annual general meeting or at least fifteen (15) days prior to the date of the extraordinary general meeting. However, if the Company's paid-in capital at the end of the most recent fiscal year is NT$10 billion or more, or in which the aggregate shareholding percentage of foreign investors and Mainland Chinese investors reached thirty percent (30%) or more as recorded in the Register at the time of holding of the annual general meeting in the most recent fiscal year, the transmission of the electronic files shall be completed thirty (30) days prior to the day on which the annual general meeting is to be held.

PROCEEDINGS AT GENERAL MEETINGS

Unless otherwise provided in the Law, the Articles and the Applicable Listing Rules, Members present in person or by proxy, representing more than one-half (1/2) of the total outstanding Shares, shall constitute a quorum for any general meeting (the “ Quorum ”). No business shall be transacted at any general meeting unless a Quorum is present.
(1) During the Relevant Period, Member(s) holding one percent (1%) or more of the total number of issued, allotted, outstanding Shares immediately prior to the relevant book closed period may propose to the Company proposal(s) for discussion at an annual general meeting in writing or by means of electronic transmission to the extent and in accordance with the rules and procedures of general meetings proposed by the Directors and approved by an Ordinary Resolution. Other than any of the following situation occurs, proposals proposed by Member(s) shall be included in the agenda by the Board where
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- (a) the proposing Member(s) holds less than one percent (1%) of the total number of outstanding Shares,
- (b) where the matter of such proposal may not be resolved by a general meeting,
- (c) the proposing Member has proposed more than one proposal,
- (d) such proposal contains more than 300 words, or
- (e) such proposal is submitted on a day beyond the deadline announced by the Company for accepting the Member’s proposals.
(2) If the proposal(s) proposed by Member(s) is intended to improve the public interest or fulfil its social responsibilities of the Company, the Board may include such proposal(s) in the agenda.
(3) The Company shall, prior to the despatch of a notice of the relevant annual general meeting, inform all the proposing Members of whether their proposals are accepted or not, and shall list in the notice of the relevant annual general meeting all the accepted proposals. The Board shall explain at the relevant annual general meeting the reasons for excluding any proposal submitted by Members.
Subject to the provisions of the Applicable Listing Rules, the Chairman shall preside as chairman at every general meeting of the Company convened by the Board. In case the Chairman is on leave or absent or cannot exercise his/her power and authority for any cause, he/she shall designate one of the other Directors to act on his/her behalf. In the absence of such a designation, the Directors shall elect from among themselves a chairman for such meeting.
Subject to the provisions of the Applicable Listing Rules, for a general meeting convened by any Person other than the Board, such Person shall act as the chairman of that meeting; provided that if there are two or more Persons jointly convening such meeting, the chairman of the meeting shall be elected from those Persons.
A general meeting may be adjourned by the Company by an Ordinary Resolution from place to place within five (5) days, but no business shall be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place. When a general meeting is adjourned for more than five (5) days, notice of the time and location of the adjourned meeting shall be given as in the case of an original general meeting.
At any general meeting, a resolution put to the vote of the meeting shall be decided on a poll.
Unless otherwise expressly required by the Law, the Applicable Listing Rules or these Articles, any matter proposed for approval by the Members at a general meeting shall be passed by an Ordinary Resolution.
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In the case of an equality of votes, the chairman of the general meeting shall not be entitled to a second or casting vote.
The Company may from time to time by Ordinary Resolution:
(a) consolidate and divide all or any of its share capital into Shares of a larger amount than its existing Shares;
(b) convert all or any of its paid up Shares into stock and reconvert that stock into paid up Shares of any denomination; and
(c) subdivide its existing Shares, or any of them into Shares of a smaller amount.
Subject to the Law ,the Applicable Listing Rules or these Articles, the Company may by a Special Resolution:
(a) change its name;
(b) alter or amend the Memorandum or these Articles, in whole or in part;
(c) reduce its share capital and any fund of the capital redemption reserve in any manner authorised by the Law and the Applicable Listing Rules;
(d) cancel any Shares that, at the date of the resolution, have not been taken or agreed to be taken by any Person and diminish the amount of its share capital by the amount of the Shares so cancelled;
(e) increase the share capital by such sum, to be divided into Shares of such Classes and amount, as the resolution shall prescribe;
(f) Discount Transfer; and
(g) authorise a plan of Merger or Consolidation involving the Company.
Subject to the Law, the Applicable Listing Rules or these Articles, the Company may by a Supermajority Resolution:
(a) enter into, amend, or terminate any contract for lease, management or regular joint operation of its whole business;
(b) transfer the whole or any material part of its business or assets;
(c) acquire the whole business or assets of a Person, which has a material effect on the operation of the Company;
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(d) grant a waiver to a Director’s non-competition obligation, or approve a Director to engage in activities in competition with the Company;
(e) effect any Spin-off of the Company in accordance with the Applicable Listing Rules;
(f) issue new Shares with restricted rights to Employees subject to any restrictions and conditions in accordance with Article 15;
(g) dismissal of Directors;
(h) distribute dividends, bonuses or other distributions in whole or in part by way of issuance of new Shares;
(i) reserves and capitalization in accordance with Article 104; and
(j) share swap in accordance with the Applicable Listing Rules.
Subject to the Law, these Articles and the quorum requirement under the Applicable Listing Rules, with regard to the dissolution procedures of the Company, the Company shall pass;
(a) An Ordinary Resolution, if the Company resolves that it be wound up voluntarily because it is unable to pay its debts as they fall due; or
(b) a Special Resolution, if the Company resolves that it be wound up voluntarily for reasons other than the reason stated in Paragraph (a) of this Article above.
If the Company proposes to undertake:
(a) a Merger or Consolidation which will result in the Company being dissolved;
(b) general transfer (a sale, transfer or assignment of all of the Company's assets and businesses to another entity);
(c) a transfer of any material part of the Company’s business or assets;
(d) a share swap; or
(e) a Spin-off (demerger),

which would result in a delisting of the Shares on the TPEx and/or the TWSE (where applicable) , and the shares of the surviving company, the transferee company or the existing company or newly incorporated company will not be registered or listed on any stock exchange or securities market, then in addition to any requirements to be satisfied under the Law, such action shall be first approved at a general meeting by a resolution passed by members

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holding two-thirds (2/3) or more of the votes of the total number of issued shares of the Company.

(1) In the event any of the following resolutions is adopted at a general meeting, the Member, who has expressed his/her/its objection therefor, in writing or verbally with a record before or during the general meeting and voted against or forfeited his/her/its voting right may request the Company to buy back all of his/her/its Shares at the then prevailing fair price:
- (a) the Company enters into, amends, or terminates any agreement for lease of the Company's business in whole, or for the delegation of management of the Company’s business to other or for the regular joint operation of the Company with others;
- (b) the Company transfers the whole or a material part of its business or assets, provided that, the foregoing does not apply where such transfer is pursuant to the dissolution of the Company;
- (c) the Company accepts the transfer of the whole business or assets of another person, which has a material impact on the Company’s business operations;
- (d) Spin-off (other than a short-form Spin-off);
- (e) Merger or Consolidation (other than a short-form Merger);
- (f) Acquisition; or
- (g) share swap (other than a short-form share swap).
(2) Unless otherwise provided by the Applicable Listing Rules, in the event of a short-form Merger, a short-form Spin-off, or a short-form share swap where at least ninety percent (90%) of the voting power of the outstanding shares of the Company are held by the other company participating in such Merger, Spin-off or share swap, the Company shall deliver a notice to each of the Member immediately after the resolution of the Board approving such short-form Merger, short-form Spin-off or short-form share swap and such notice shall state that any Member who expressed his/her/its objection against the short-form Merger, short-form Spin-off or short-form share swap within the specified period pursuant to the Applicable Listing Rules may submit a written objection requesting the Company to buy back all of his/her/its Shares at the then prevailing fair price.
(3) Without prejudice to the Law, in the event the Company and a Member making a request pursuant to Paragraphs (1) or (2) of this Article shall be delivered to the Company in writing, stating therein the types, numbers and the repurchase price of Shares requested to be repurchased, within twenty (20) days after the date of the relevant resolutions. In the event the requesting Member and the Company have
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reached an agreement in regard to the repurchase price of the Shares held by such Member (the “ Appraisal Price ”), the Company shall pay such price within ninety (90) days after the date on which the resolution was adopted. In the event that no agreement is reached with the dissenting Member, the Company shall pay the fair price it has recognized to such dissenting Member within ninety (90) days since the resolution was made. If the Company fails to pay, the Company shall be considered to be agreeable to the price requested by the dissenting Member.

(4) Without prejudice to the Law, in the event that any Member requests the Company to buy back his/her/its Shares pursuant to this Article, and the Company and the requesting Member fail to reach the agreement with respect to the Appraisal Price within sixty (60) days after the resolution date, the Company shall apply to any competent R.O.C. Courts against all the dissenting Members as the opposing party within thirty (30) days after the expiry of the sixty-day (60) period for a ruling on the Appraisal Price, and the Taipei District Court, R.O.C., may be the court of the first instance. Such ruling by such R.O.C. Court shall be binding and conclusive as between the Company and requested Member solely with respect to the Appraisal Price.
(5) Shares for which voting right have been forfeited in the Paragraph (1) of this Article shall not be counted toward the number of votes represented by the Shareholders present at a general meeting.
In case the procedure for convening a general meeting in which a resolution is adopted or the method of adopting a resolution is in violation of the Law, the Applicable Listing Rules or these Articles, a Member may, if and to the extent permitted under the Law, within thirty (30) days from the date of the resolution, submit a petition to the Taiwan Taipei District Court of the R.O.C., as applicable, for an appropriate remedy, including but not limited to, requesting the court to invalidate or cancel the resolution adopted therein.
Notwithstanding anything to the contrary provided for in these Articles, at any time other than during the Relevant Period, a resolution (including a Special Resolution) in writing (in one or more counterparts) signed by all Members for the time being entitled to receive notice of and to attend and vote at general meetings shall be as valid and effective as if the same had been passed at a general meeting of the Company duly convened and held.
The proceedings regarding general meetings and the voting in general meetings not provided for in these Articles shall be governed by the internal rules of the Company, as adopted and amended by the Company by an Ordinary Resolution from time to time; during the Relevant Period, such internal rules shall be in compliance with the Law and the Applicable Listing Rules.

VOTES OF MEMBERS

Subject to any rights and restrictions as to voting for the time being attached to any Share by or in accordance with these Articles, at any general meeting, every Member present in person (or in the case of a Member being a Juristic Person, by its duly authorised
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representative) or by proxy shall have one vote for each Share registered in his/her/its name in the Register.

In the case of joint Members, the joint Members shall select a representative among them to exercise their voting powers and the vote cast by such representative, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint Members.
A Shareholder who holds Shares for the benefit of others need not use all his votes or cast all the votes he holds in the same way as he uses his votes in respect of Share he holds for himself. The qualifications, scope, methods of exercise, operating procedures and other requirements for separate votes shall be in compliance with the Applicable Listing Rules.
(1) Subject to the Law or the Applicable Listing Rules, no vote may be exercised by any Shareholder with respect to any of the following Shares and shall not be counted in the total number of issued shares while adopting a resolution at a general meeting.
- (a) Treasury Shares held by the Company permitted by the Law, these Articles, and the Applicable Listing Rules;
- (b) the Shares held by any Subordinate Company, where the total number of voting shares or total shares equity held by the Company in such a Subordinated Company represents more than one-half (1/2) of the total number of voting shares or the total shares equity of such a Subordinated Company; or
- (c) any entity in which the Company and (i) its holding company, and (ii) its Subordinate Company are legally or beneficially, directly or indirectly, interested in more than fifty percent (50%) of its issued and voting share capital or equity capital.
(2) Any Member who bears a personal interest that may conflict with and impair the interest of the Company in respect of any matter proposed for consideration and approval at a general meeting shall abstain from voting in respect of all the Shares that such Member should otherwise be entitled to vote, on his behalf or as a proxy or corporate representative, with respect to the said matter. Notwithstanding that such Member should not exercise his voting right, all such Shares held by such Member shall be counted in the Quorum but shall not be counted in determining the number of votes for or against such matter.
(3) Where any Director, who is also a Shareholder of the Company, creates or has created any charge, mortgage, encumbrance or lien in respect of Shares held by such Director (the " Charged Shares ") exceeding fifty percent (50%) of total Shares held by such Director at the time of his/her latest appointment as Director, such Director shall refrain from exercising its voting rights on the Shares representing the difference between the Charged Shares and fifty percent (50%) of total Shares held by such Director at the time of his/her latest appointment as Director, and such Shares shall not carry the voting
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rights and shall not be counted toward the number of votes represented by the Shareholders present at a general meeting but shall be included in the Quorum.

During the Relevant Period, the Company shall adopt the electronic transmission as one of the methods for exercising the voting power of a Member. To the extent permitted by the Law, the Board may resolve that the voting power of a Member at a general meeting may be exercised by way of a written ballot or by way of electronic transmission. The method for exercising such voting power shall be described in the general meeting notice to be given to the Members if the voting power may be exercised by way of a written ballot or electronic transmission. Any Member who intends to exercise his voting power by way of a written ballot or by way of electronic transmission shall serve the Company with his voting decision at least two (2) days prior to the date of such general meeting. Where more than one voting decision are received from the same Member by the Company, the first voting decision shall prevail, unless an explicit written statement is made by the relevant Member to revoke the previous voting decision in the later-received voting decision. A Member who exercises his voting power at a general meeting by way of a written ballot or by electronic transmission shall be deemed to have appointed the chairman of the general meeting as his proxy to vote his Shares at the general meeting only in the manner directed by his written instrument or electronic document. The chairman of the general meeting as proxy shall not have the power to exercise the voting rights of such Members with respect to any matters not referred to or indicated in the written or electronic document, impromptu proposal and/or any amendment to resolution(s) proposed at the said general meeting. For the purpose of clarification, such Members voting in such manner shall be deemed to have waived their voting rights with respect to any extemporary matters or amendment to resolution(s) proposed at the general meeting.
In case a Member who has cast his votes by a written instrument or by way of electronic transmission intends to attend the relevant general meeting in person, he shall, at least two (2) day prior to the date of the general meeting, revoke such votes by serving a notice in the same manner as he cast such votes. In the absence of a timely revocation of such votes, such votes shall remain valid.

PROXY

(1) A Member may appoint a proxy to attend a general meeting on his behalf by executing a proxy form produced by the Company stating therein the scope of power authorized to the proxy. A proxy need not be a Member.
(2) During the Relevant Period, subject to the Law and unless otherwise provided in these Articles, forms of instrument of proxy for use at a general meeting shall be produced by the Company specifying therein (a) the instructions for filling out the form, (b) the matters to be entrusted by the Member or to be voted upon pursuant to such proxy, and (c) the basic information of the Member as appointor, the proxy and the proxy solicitor (if any) and shall be sent out together with the notice of general meeting to all Members on the same day.
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A Member may only appoint one proxy for each general meeting irrespective of how many Shares he holds and shall serve an executed proxy in compliance with the preceding Article to the Company or its Shareholder Service Agent as the case may be no later than five (5) days prior to the date of the general meeting. In case the Company receives two or more proxies from one Member, the one received first by the Company shall prevail unless an explicit statement by the Member to revoke such proxy is made in the subsequent proxy, provided this subsequent proxy is received no later than five (5) days prior to the date of the general meeting.
In case a Member who has served a proxy intends to attend the relevant general meeting in person or to exercise his voting power by way of a written ballot or electronic transmission, he shall, at least two (2) days prior to the date of the general meeting, revoke such proxy by serving a separate written notice to the Company or Shareholder Service Agent. Otherwise, the votes cast by the proxy at the general meeting shall prevail.
A Member who has served the Company with his voting decision in accordance with Article 63 for the purpose of exercising his voting power by way of a written ballot or by way of electronic transmission may appoint a person as his proxy to attend the meeting in accordance with these Articles, in which case the vote cast by such proxy shall be deemed to have revoked his previous voting decision served on the Company and the Company shall only count the vote(s) cast by such expressly appointed proxy at the meeting.
During the Relevant Period, except for trust enterprises or shareholder service agencies duly licensed under the R.O.C. competent authorities or the chairman of a general meeting who is deemed appointed as proxy pursuant to Article 63, where a Person acts as a proxy for two or more Members, the number of voting Shares that the proxy may vote in respect thereof shall not exceed three percent (3%) of the total number of issued and outstanding voting Shares; otherwise, such number of voting Shares in excess of the aforesaid threshold shall not be counted towards the number of votes cast for or against the relevant resolution or the number of voting Shares present at the relevant general meeting but shall be included in the quorum. Upon such exclusion, the number of voting Shares being excluded and attributed to each Member represented by the same proxy shall be determined on a pro-rata basis based on the total number of voting Shares being excluded and the number of voting Shares that such Members have appointed the proxy to vote for.
During the Relevant Period, the use and solicitation of proxies not provided for in these Articles shall be governed by the internal rules of the Company, as adopted and amended by the Board from time to time, which shall be in compliance with the Law and the Applicable Listing Rules (in particular, the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of R.O.C. Public Companies (as amended, supplemented or otherwise modified from time to time)).

CORPORATIONS ACTING BY REPRESENTATIVES AT MEETINGS

Any Juristic Person which is a Shareholder or a Director may by resolution of its directors or other governing body authorise such Person as it thinks fit to act as its representative at
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any meeting of the Company or of any meeting of holders of a Class or of the Board or of a committee of Directors, and the Person so authorised shall be entitled to exercise the same powers on behalf of the corporation which he represents as that corporation could exercise if it were an individual Shareholder or Director.

DIRECTORS AND THE BOARD

(1) The Board shall consist of not less than five (5) or more than nine (9) Directors (including Independent Directors). Subject to the foregoing, the number of Directors to be elected and hold the office shall be stated in the notice of the general meeting in which an election of Directors will be held.
(2) A Director can be a natural person or a Juristic Person. Where a Director is a Juristic Person, it shall designate a natural person as its authorized representative to exercise, on its behalf, the powers of a Director and may replace such representative from time to time so as to fulfil its remaining term of the office. A Director shall not be required to hold any Shares in the Company.
(3) Directors shall be elected by Members at general meetings. Any Juristic Person which is a Member shall be entitled to appoint a natural person or natural persons as its representative(s) to be nominated for election as Director in accordance with these Articles.
(4) The principle of cumulative voting shall apply in any election of Directors pursuant to these Articles. Each Member entitled to vote in such election shall have a number of votes equal to the product of (i) the number of votes conferred by such Member's Shares and (ii) the number of Directors to be elected at the general meeting. Each Member may divide and distribute such Member's votes, as so calculated, among any one or more candidates for the directorships to be filled, or such Member may cast such Member's votes for a single candidate. At such election, the candidates receiving the highest number of votes, up to the number of Directors to be elected, shall be elected. Notwithstanding anything to the contrary in these Articles, at any time other than the Relevant Period, the Company may by Ordinary Resolution appoint any Person to be a Director or remove any Director from office.
(5) The proceedings and the voting regarding the election of Directors not provided for in these Articles shall be governed by the internal rules of the Company, as adopted and amended by an Ordinary Resolution from time to time, which shall be in compliance with the Law and the Applicable Listing Rules.
The Company may, whenever it thinks fit, adopt and apply a candidate nomination mechanism for election of any of the Directors in accordance with the Applicable Listing Rules. Notwithstanding the foregoing, during the Relevant Period, a candidate nomination mechanism shall be adopted for election of all Directors. Upon adoption of candidate nomination mechanism, the Directors and Independent Directors shall be elected by the Members at a general meeting from among the nominees listed in the respective rosters of
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director candidates and independent director candidates. Subject to the Law and the Applicable Listing Rules, the Board may establish detailed rules and procedures for such candidate nomination.

Subject to these Articles, each Director shall be appointed to a term of office of three (3) years and is eligible for re-election. In case no election of new Directors is effected prior to the expiration of the term of office of existing Directors, the term of office of such existing Directors shall be extended until the time such Directors are re-elected or new Directors are duly elected and assume their office subject to these Articles. In the event of any vacancy in the Board, the new Director elected in the general meeting shall fill the vacancy for the residual term of office.
(1) Unless otherwise provided by these Articles, a Director may be removed from office at any time by a Supermajority Resolution adopted at a general meeting.
(2) Notwithstanding anything in the Articles to the contrary, the Company may from time to time remove all Directors from office before the expiration of their term of office and shall be held in the general meeting attended by Shareholders representing more than fifty percent (50%) of total issued Shares of the company and elect new Directors in accordance with Article 72 (4). Unless a resolution of a general meeting provides otherwise, all the Directors shall be deemed to have been removed upon such election of new Directors prior to the expiration of such Director's applicable term of office.
A chairman of the Board (the “ Chairman ”) shall be elected from among the Directors and appointed in term by a majority of the Directors present at a Board meeting attended by at least two-thirds (2/3) of all of the Directors then in office. In case the Chairman is on leave or absent or cannot exercise his/her power and authority for any cause, he/she shall designate one of the other Directors to act on his/her behalf. In the absence of such designation, the Directors present at the meeting shall elect from among themselves an acting chairman.
When the number of Directors then in office falls below five (5) due to any Director(s) vacating his office for any reason, the Company shall hold an election for such number of Directors at the next general meeting to fill the vacancy for the remainder of the term of such outgoing Director(s). When the number of Directors then in office falls short by onethird (1/3) of the total number of Directors initially constituting the existing Board, the Company shall convene an extraordinary general meeting within sixty (60) days of the occurrence of that fact for the purposes of electing such number of Directors to fill the casual vacancy.
Subject to these Articles, a Director other than an Independent Director may hold any other office (except that of Auditor) or place of profit under the Company in conjunction with his office of Director for such period and on such terms (as to remuneration and otherwise) as the Board may determine, and no Director or intending Director shall be disqualified by his office from contracting with the Company either with regard to his tenure of any such other office or place of profit nor shall any Director so contracting or being so interested be liable to account to the Company for any profit realised by any such contract or arrangement by
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reason of such Director holding that office or of the fiduciary relation thereby established.

(1) Without prejudice to the duties owed by a Director to the Company under common law of the Cayman Islands and subject to the Law, the Directors shall assume fiduciary duties to the Company and without limitation, the due care of a good administrator, and exercise due care and skill in conducting the business operation of the Company. A Director may be liable to the Company if he acts contrary to his duties. In circumstances where a Director breaches any of such duties and acts for his/her or other Person’s interest, the Company may, with the sanction of an Ordinary Resolution, take all such actions and steps as may be appropriate and to the maximum extent legally permissible to seek to recover any and all earnings derived from such act as if such misconduct is done for the benefit of the Company.
(2) If a Director violates any law in the course of conducting the business of the Company, he shall be jointly and severally liable with the Company for the damages resulting from such violation.
(3) The preceding two Paragraphs of this Article shall apply, mutatis mutandis, to the officers of the Company who are authorised to act on its behalf in a senior management capacity.
Subject to these Articles, a Director other than an Independent Director may act by himself or his firm in a professional capacity for the Company (except that of Auditor), and he or his firm shall be entitled to remuneration for professional services as if he were not a Director.
The Company may purchase directors and officers liability insurance (the “ D&O insurance ”) for the benefit of every Director and other officer for the time being and from time to time of the Company. Such D&O insurance shall only cover the liability arising from the duty of such Director or officer in accordance with these Articles, the Law and the Applicable Listing Rules. The Board is hereby authorized to handle all matters in relation to the D&O insurance.
During the Relevant Period, the qualifications, election ,removal, power, authority and other requirements for Directors (including Independent Directors), which are not covered by these Articles, shall be in compliance with the Applicable Listing Rules.

INDEPENDENT DIRECTORS

During the Relevant Period, the number of Independent Directors of the Company shall not be less than three (3) or one-fifth (1/5) of the total number of Directors at any time, whichever is greater. Two (2) of the Independent Directors shall have resident status of the R.O.C. (such resident status being registered with local government authorities). Subject to the foregoing, the number of Independent Directors to be elected and hold the office shall be stated in the notice of the general meeting in which an election of Independent Directors will be held. When an Independent Director ceases to act, resulting in a number of
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Independent Directors then in office lower than the prescribed minimum number, an election for an Independent Director shall be held at the next general meeting. When all Independent Directors cease to act, the Company shall convene an extraordinary general meeting to hold an election of Independent Directors within sixty (60) days from the date on which the situation arose.

Independent Directors shall possess professional knowledge and shall maintain independence within the scope of their directorial duties, and may not have any direct or indirect interest in the Company. The professional qualifications, restrictions on shareholdings and concurrent positions held by the Independent Directors shall be as prescribed by the Applicable Listing Rules, and the assessment of independence of such Independent Directors shall be in compliance with the Applicable Listing Rules. The Board or other Persons calling a general meeting at which an election for Independent Directors is proposed shall ensure that the requirements of this Article have been satisfied and complied with in relation to any candidate for Independent Director.

POWERS AND DUTIES OF THE BOARD

The remuneration of a Director may differ from other Directors, and shall be determined by a resolution passed by the Board, regardless of the Company profits or losses of respective years, based on (a) the extent of a Director's involvement with the operations of the Company, (b) the contribution of a Director to the Company, (c) the prevailing industry standard, (d) recommendation made by the remuneration committee, and (e) such other relevant factors. The Directors shall also be entitled to be paid their travelling, hotel and other expenses properly incurred by them in going to, attending and returning from Board meetings of the Directors, or any committee established under Article 88, or general meetings of the Company, or otherwise in connection with the business of the Company, or to receive a fixed allowance in respect thereof as may be determined by the Board from time to time, or a combination partly of one such method and partly the other.
The Board may from time to time appoint any Person to hold such office in the Company as the Board may think necessary for the management of the Company, including but not limited to officers and managers, and for such term and at such remuneration as the Board may think fit. Any Person so appointed by the Board may be removed by the Board.
The Board may appoint a Secretary who shall hold office for such term, at such remuneration and upon such conditions and with such powers as the Board thinks fit. Any Secretary so appointed by the Board may be removed by the Board. The Secretary shall attend all general meetings and shall keep correct minutes of such meetings. Subject to the Applicable Listing Rules, the Secretary shall also perform such other duties as are prescribed by the Law or as may be prescribed by the Board.

COMMITTEES

Subject to the Law and the Applicable Listing Rules, the Board may, or the Company may by an Ordinary Resolution, establish any committee(s) and delegate any of their powers,
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authorities and discretions to such committee(s) (including but not limited to an audit committee and a remuneration committee) consisting of such member or members of their body or any other Persons as the Board thinks fit. Any committee(s) so formed shall, in the exercise of the powers, authorities and discretions so delegated, and in conducting its proceedings, conform to any regulations that may be imposed on it by the Board pursuant to the Applicable Listing Rules. If no regulations are imposed by the Board, the proceedings of a committee with two (2) or more members shall be, as far as is practicable, governed by these Articles regulating the proceedings of the Board (where applicable).

88.1 (1) During the Relevant Period, the Company shall establish an audit committee; regulations governing the professional qualifications for its members, formation, appointment, discharge, exercise of authority and other related matters shall be subject to and governed by the Applicable Listing Rules.
(2) The audit committee of the Company shall be composed of all the Independent Directors. The audit committee shall not be fewer than three Persons in number, one of whom shall be convener, and at least one of whom shall have accounting or financial expertise. A resolution of the audit committee shall have the concurrence of one-half (1/2) or more of the members of the audit committee.
(3) The following matters shall be subject to the consent of one-half (1/2) or more of all members of the audit committee of the Company and shall be thereafter submitted to the Board for a resolution:
- (a) Adoption or amendment of an internal control system.
- (b) Assessment of the effectiveness of the internal control system.
- (c) Adoption or amendment of handling procedures for financial or operational actions of material significance, such as acquisition or disposal of assets, derivatives trading, extension of monetary loans to others, or endorsements or guarantees for others.
- (d) A matter bearing on the personal interest of a Director.
- (e) A material asset or derivatives transaction.
- (f) A material monetary loan, endorsement, or provision of guarantee.
- (g) The offering, issuance, or Private Placement of any equity-type securities.
- (h) The hiring or dismissal of an Auditor, or the compensation given thereto.
- (i) The appointment or discharge of a financial, accounting, or internal auditing officer.
- (j) Approval of annual financial reports and second quarter financial reports which are required to be audited by certified public accountants.
- (k) Any other material matter so required by the Company or the competent authority in the R.O.C..
(4) With the exception of Subparagraph (j) above, any matter under a subparagraph of the preceding Paragraph that has not been approved with the consent of one-half (1/2) or more of all members of the audit committee of the Company may be undertaken upon the approval of two-thirds (2/3) or more of the Directors, without regard to the restrictions of
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the preceding Paragraph, and such resolution of the audit committee of the Company shall be recorded in the minutes of the Board meeting.

(5) Subject to the Applicable Listing Rules, where the audit committee is unable to convene a meeting for any proper cause, matters may be approved by consent of two-thirds (2/3) or more of all Directors, provided that the Independent Director members shall still be required to issue an opinion as to whether the resolution is approved in respect of a matter under item (j) above.
(6) Prior to the commencement of the meeting of Board to adopt any resolution of Merger, Acquisition, Spin-off and share swap, the Company shall have the audit committee review the fairness and reasonableness of the plan and transaction, and then report the results of the review to the Board and the general meeting unless the resolution by the general meeting is not required by the Law or the Applicable Listing Rules.
- (a) During the review, the audit committee shall seek opinions from an independent expert on the justification of the share swap ratio or distribution of cash or other assets.
- (b) The results of the review of audit committees and opinions of independent experts shall be sent to the Members together with the notice of the general meeting. In the event that the resolution by the general meeting is not required by the Law, the Board shall report the foregoing at the next closest general meeting.
- (c) With respect to the documents that need to be sent to the Members as provided in the preceding Article, in the event that the Company posts the same documents on the website designated by the R.O.C. competent authorities of securities and also prepares and places such documents at the venue of the general meeting for the Members’ review, then those documents shall be deemed as having been sent to the Members.
88.2 (1) During the Relevant Period, the Company shall establish a remuneration committee; regulations governing the professional qualifications for its members, formation, appointment, discharge, the exercise of their powers of office, and related matters shall be prescribed and amended from time to time by the Board in accordance with the Applicable Listing Rules. Remuneration referred to in this Paragraph shall include salary, stock options, and any other substantive incentive measures for Directors and managerial officers under the Law or the Applicable Listing Rules.
(2) The members of the remuneration committee of the Company shall be appointed by the Board and shall not be fewer than three members, one of whom shall be the convener.
(3) The remuneration committee of the Company shall exercise the care of a good administrator and in good faith when performing the official powers listed below, and shall submit its recommendations for deliberation by the Board:
- (a) Prescribe and periodically review the performance review and remuneration
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policy, system, standards, and structure for Directors and officers;

(b) Periodically evaluate and prescribe the remuneration of Directors and officers; and
(c) Any other material matter so required by the Company or the competent authority in the R.O.C..

DISQUALIFICATION AND VACATION OF OFFICE OF DIRECTORS

(1) During the Relevant Period, a person who is under any of the following circumstances shall not act as a Director of the Company; if he has already held office of a Director, he shall cease to act as a Director and be removed from the position of Director automatically:
(a) he/she/it commits an offence as specified in the Organized Crime Prevention Act of the R.O.C. and is subsequently adjudicated guilty by a final judgment, and the sentence has not been executed, the execution of the sentence has not been completed, or the time elapsed since he/she/it has served the full term of the sentence, the expiration of probation period, or the pardon of such punishment is less than five (5) years;
(b) he/she/it commits any criminal offence of fraud, breach of trust or misappropriation and is subsequently punished with imprisonment for a term of more than one (1) year, and the sentence has not been executed, the execution of the sentence has not been completed, or the time elapsed since he/she/it has served the full term of such sentence, the expiration of probation period, or the pardon of such punishment is less than two (2) years;
(c) he/she/it commits an offence as specified in the Anti-Corruption Act of the R.O.C. and is subsequently adjudicated guilty by a final judgment, and the sentence has not been executed, the execution of the sentence has not been completed, or the time elapsed since he/she/it has served the full term of such sentence, the expiration of probation period, or the pardon of such punishment is less than two (2) years;
(d) becomes bankrupt or is adjudicated of commencement of liquidation proceeding by a court under the laws of any jurisdiction and has not been reinstated to his rights and privileges;
(e) has allowed cheques and other negotiable instruments to be dishonoured and the records thereof have not been cancelled or expunged by the relevant regulatory authorities;
(f) dies or an order is made by any competent court or authority on the grounds that he is or may be suffering from mental disorder or is otherwise incapable of
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managing his affairs or his legal capacity is restricted according to the applicable laws;

  - (g) he/she is subject to the commencement of assistance by a court and the court and those orders have not yet been revoked;

  - (h) ceases to be a Director by virtue of, or becomes prohibited from being a Director by reason of, an order made under any provisions of the Law and/or Applicable Listing Rules;

  - (i) resigns his office by notice in writing to the Company;

  - (j) is removed from office pursuant to these Articles; or

  - (k) has been ordered to be removed from office by the R.O.C. Courts on the grounds that such Director, in the course of performing his duties, committed serious violations of the Law, Applicable Listing Rules or these Articles, or acts resulting in material damage to the Company, upon a petition by the Company or Member(s) to the R.O.C. Courts.

(2) During the Relevant Period, in case a Director (other than Independent Director) has transferred some or all his Shares during the term of his office as a Director, such that the remaining Shares held by him are less than one half of the Shares being held by him at the time he was elected, he shall, ipso facto, cease to act as a Director and be removed from the position of Director automatically.
(3) During the Relevant Period, if a Director (other than Independent Director), (a) after having been elected and before his inauguration of the office of a Director, has transferred some or all his Shares held by him such that the remaining Shares are less than one half of the Shares held by such Director at the time of his election or, (b) within the closing period fixed by the Board in accordance with Article 31(2) prior to the general meeting for the election of such Director, has transferred some or all his Shares held by him such that the remaining Shares are less than one-half (1/2) of the Shares held at the commencement of the closing period, his election as a Director shall be deemed invalid and void.
Except as approved by the Commission, the TPEx or the TWSE (where applicable), the following relationships shall not exist among half or the majority of the Directors: (a) a spousal relationship; or (b) a familial relationship within the second degree of kinship as defined under the Civil Code of Taiwan. If any of the foregoing relationships exists among half or the majority of the elected Directors, the election with respect to the one who received the lowest number of votes among those related Directors shall be deemed invalid and void; and if he has already held office of a Director, he shall cease to act as a Director and be removed from the position of Director automatically. For the remaining Directors, if the foregoing requirements are still not satisfied, the same procedure set out above shall be applied again to the remaining related Directors, until such time as the foregoing
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requirements can be complied with.

In case a Director has, in the course of performing his/her/its duties, committed any act resulting in material damage to the Company or in serious violation of the Law, the Applicable Listing Rules or these Articles, but has not been removed from office by a resolution in a general meeting, one or more Members holding three percent (3%) or more of the total number of issued and outstanding Shares of the Company may, within thirty (30) days after that general meeting, submit a petition to a competent court, including the Taiwan Taipei District Court of the R.O.C., but only if and to the extent permitted under the Law and the Applicable Listing Rules, for removing such Director from office.
Subject to the Law, one or more Members holding one percent (1%) or more of the total number of the outstanding Shares continuously for at least six (6) consecutive months may request in writing any Independent Director of the audit committee to file, on behalf of the Company, an action against a Director who has, in the course of performing his/her duties, committed any act resulting in damage to the Company or in violation of the Law, the Applicable Listing Rules or these Articles, with a competent court, including the Taiwan Taipei District Court of the R.O.C.. In case the Independent Director fails to file such action within thirty (30) days after receipt of such request, to the extent permitted under the Law, the Members making such request may file the action for the Company, and the Taiwan Taipei District Court of the R.O.C. may be the court of first instance jurisdiction.

PROCEEDINGS OF THE BOARD

The Board may meet for the despatch of business, adjourn and otherwise regulate its meetings as it considers appropriate and shall from time to time establish internal rules in this regard, which shall be in compliance with the Law and the Applicable Listing Rules. During the Relevant Period, the Board meetings shall be held at least once in each quarter or within such period and frequency as may be prescribed by the Applicable Listing Rules. The quorum necessary for the transaction of the business of the Board shall be a majority of the Directors. Subject to the Law, the Applicable Listing Rules and these Articles, any matter proposed for consideration and approval at a Board meeting shall be decided by a majority of votes entitled so to do.
Chairman may, and the Secretary on the requisition of Chairman shall, summon a Board meeting by, during the Relevant Period, at least seven (7) days’ notice in writing, or at any time other than during the Relevant Period, at least forty eight (48) hours’ notice in writing, to every Director which notice shall set forth the general nature of the business to be considered PROVIDED HOWEVER, without prejudice to the prescribed notice, in the event of emergency, as determined by the Board in its sole discretion, a Board meeting may be called at any time in accordance with the Applicable Listing Rules. Notwithstanding the forgoing, at any time other than during the Relevant Period, a notice of Board meeting may be waived by all the Directors at, before or retrospectively after the relevant Board meeting is held. Any notice or waiver thereof may be given by email, telex or telefax.
A Director may participate in a meeting of Board, or of any committee appointed by the
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Board of which such Director is a member, by means of visual communication facilities which permit all Persons participating in the meeting to see and communicate with each other simultaneously and instantaneously, and such participation shall be deemed to constitute presence in person at the meeting.

A Director may appoint another Director as his proxy to attend a meeting of the Board in writing with regard to a particular meeting, and state therein the scope of authority with reference to the subjects to be discussed at such meeting, in which event the presence and vote of the proxy shall be deemed to be that of the Director appointer. No Director may act as proxy for two (2) or more other Directors. Subject to these Articles, if a Director attends a Board meeting on his behalf and as the proxy of another Director, he is entitled to vote both as a proxy and for his own.
A Director who is in any way, interested in a matter discussed, considered or proposed in a meeting of the Board shall declare the nature of his interest and its essential contents at such relevant meeting. Where the spouse, a blood relative within the second degree of kinship of a director defined under the Civil Code of Taiwan, or any company which has a controlling or subordinate relation with a director has interests in the matters under discussion in the meeting of the preceding paragraph, such director shall be deemed to have a personal interest in the matter. Any Director who bears a personal interest that may conflict with and impair the interest of the Company in respect of any matter proposed for consideration and approval at a meeting of Board shall abstain from voting, on his own behalf or as a proxy or corporate representative, with respect to the said matter. Any and all votes cast by such Director(s) shall not be counted in determining the number of votes for or against such matter.
When the Company conducts any Merger, Consolidation, share swap, Spin-off or Acquisition, a director who has a personal interest in the transaction shall explain the essential contents of such personal interest and the cause of approval or dissent to the resolution in connection with the transaction in a meeting of the Board and the general meeting of the Company. The Company shall itemize the essential contents of a director’s personal interest and the cause of approval or dissent to the resolution in connection with the transaction in the notice to convene the general meeting of the Company; the essential contents may be posted on the website designated by the Commission, the TPEx or the TWSE (where applicable) or the Company’s website, and the address of such website shall be indicated in the above notice.
Subject to these Articles, the continuing Directors may act notwithstanding any vacancy in their body.
Notwithstanding anything to the contrary provided for in these Articles, at any time other than during the Relevant Period, a resolution in writing signed by all of the Directors then in office or all of the members of a committee of Directors, including a resolution signed in counterpart or by way of signed email, telex or telefax transmission, shall be as valid and effectual as if it had been passed at a Board meeting or of a committee of Directors duly called and constituted.
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The proceedings regarding Board meetings not provided for in these Articles shall be governed by the internal rules of the Company, as adopted and amended by the Board and reported to the Members at a general meeting from time to time, which shall be in compliance with the Law and the Applicable Listing Rules (in particular, the Regulations Governing Procedure for Board of Directors Meetings of Public Companies of the R.O.C.).

RESERVES AND CAPITALISATION

During the Relevant Period, the Company shall set aside out of the profits of the Company for each financial year: (a) a reserve for payment of tax for the relevant financial year; and (b) an amount to offset losses incurred in previous year(s); and (c) a Statutory Reserve in accordance with the Applicable Listing Rules, and after the aforesaid sums as set aside from the profits for such relevant financial year, for any purpose to which the profits of the Company may be properly applied, the Board shall, before recommending any dividend or bonuses, set aside the remaining profits of the Company in whole or in part for the relevant financial year as a special reserve or reserves in accordance with the order from the Commission, and the Company may also, under these Articles or by Special Resolution of the general meeting, set aside another sum as a special reserve or reserves (collectively, the " Special Reserve ").
Unless otherwise provided in the Law, the Applicable Listing Rules and these Articles, neither the Statutory Reserve nor the Capital Reserve shall be used except for offsetting the losses of the Company. The Company shall not use the Capital Reserve to offset its capital losses unless the Statutory Reserve and Special Reserve set aside for purposes of loss offset is insufficient to offset such losses.
(1) During the Relevant Period, subject to the Law, where the Company incurs no loss, it may, by a Supermajority Resolution, distribute its Statutory Reserve, the Share Premium Account and/or the income from endowments received by the Company, which are in the Capital Reserve which are available for distribution, in whole or in part, by issuing new, fully paid Shares and/or by cash to its Members.
(2) At any time other than during the Relevant Period, subject to the Law, the Board may distribute cash dividends/bonuses out of or capitalise any sum for the time being standing to the credit of the Share Premium Account or any of the other Company’s reserve accounts which are available for distribution or any sum standing to the credit of the profit and loss account or otherwise available for distribution and to appropriate such sums to Members in the proportions in which such sum would have been divisible amongst them had the same been a distribution of profits by way of dividend/bonus and to apply such sum on their behalf in paying up in full unissued Shares for allotment and distribution credited as fully paid-up to and amongst them in the proportion aforesaid.
Where any difficulty arises in regard to any declaration of share dividends or share bonuses or other similar distributions under these Articles due to any fraction held by Member(s), the Board may determine that cash payments should be made to any Members in full, or part
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thereof, as may seem expedient to the Board. Such decision of the Board shall be effective and binding upon the Members.

COMPENSATION, DIVIDENDS AND BONUSES

At any time other than during the Relevant Period, subject to the Law and these Articles and except as otherwise provided by the rights attaching to any Shares, the Board may from time to time declare dividends/bonuses (including interim dividends/bonuses), and other distributions to the Members by issuing new, fully paid Shares and/or by cash in proportion to the number of Shares held by them respectively and authorise payment of the same out of the funds of the Company lawfully available therefore. The Directors may, before declaring any dividends, bonuses or distributions, set aside such sums as they think proper as a reserve or reserves which shall at the discretion of the Directors, be applicable for any purpose of the Company and pending such application may, at the like discretion, be employed in the business or investments of the Company.
(1) As the Company is in the growing stage, the dividend/bonuses of the Company may be distributed in the form of cash dividends/bonuses and/or stock dividends/bonuses. The Company shall take into consideration the Company’s capital expenditures, future expansion plans, and financial structure, funds requirement and other plans for sustainable development needs in assessing the amount of dividends/bonuses the Company wish to distribute.
(2) During the Relevant Period, subject to the Law, the Applicable Listing Rules and these Articles, where the Company has annual profits at the end of a financial year, upon the approval of a majority of the Directors present at a meeting attended by at least twothirds (2/3) or more of the total number of the Directors, the Company may distribute not less than one percent (1%) of the profits for such year to the Employees as the Employees’ compensation in the form of shares and/or in cash and may distribute not more than two percent (2%) hereof to the Directors as the Directors’ compensation, PROVIDED HOWEVER, that the total amount of accumulated losses of the Company (including adjusted undistributed profits) shall be reserved from the said profits in advance, and the Company shall distribute the remaining balance thereof to the Employees and Directors in the proportion set out above. Except otherwise set forth by the Applicable Listing Rules, any Directors’ compensation shall not be paid in the form of shares. A report of such distribution of Employee and Directors’ compensation shall be submitted to the general meeting of the Company. The term "annual profits" as used herein shall mean the annual profits for such year before tax without deducting the amount of compensation distributed to the Employees and Directors as prescribed in this Paragraph (2) of this Article.
(3) During the Relevant Period, subject to the Law, the Applicable Listing Rules and these Articles and except as otherwise provided by the rights attaching to any Shares, where the Company still has annual net profit for the year, after paying all relevant taxes, offsetting losses (including losses of previous years and adjusted undistributed profits, if any), setting aside the Statutory Reserve of the remaining profits in accordance with
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the Applicable Listing Rules (provided that the setting aside of the Statutory Reserve does not apply if the aggregate amount of the Statutory Reserve amounts to the Company’s total issued capital), and setting aside the Special Reserve (if any), the Company may distribute not less than thirty percent (30%) of the remaining balance (including the amounts reversed from the Special Reserve), plus accumulated undistributed profits of previous years (including adjusted undistributed profits) in part or in whole as determined by an Ordinary Resolution passed at an annual general meeting of the Company duly convened and held in accordance with these Articles to the Members as dividends/bonuses in proportion to the number of Shares held by them respectively pursuant to these Articles, provided that, cash dividends/bonuses shall not be less than twenty percent (20%) of the total amount of dividends/bonuses to Members.

(4) During the Relevant Period, unless otherwise resolved by the general meeting of the Company, the Employees and Directors’ compensations and dividends, bonuses or other forms of distributions payable to the Members shall be declared in NTD.
(5) The Board may deduct from the dividends, bonuses or any other amount payable to the Member in respect of the Share any amount (if any) due by such Member to the Company on account of calls or otherwise in relation to the Share.
(6) Any dividend, bonus or other monies payable on or in respect of the Share may be paid by wire transfer to the bank account nominated by the Member or by cheque or warrant sent through a post to the registered address of the Member, or to such Person and to such address as the holder may nominate in writing. In the case of joint Members, any of them may give a valid receipt for the dividend, bonus or other monies payable on or in respect of the Share.
(7) Subject to the Law and the Applicable Listing Rules, any Special Reserve may be reversed to undistributed profits of the Company.
Subject to the Law and Applicable Listing Rules, the Company may distribute to the Members, in the form of cash, all or a portion of its dividends and bonuses, legal reserve and/or Capital Reserve derived from issuance of new shares at a premium or from endowments received by the Company by a majority of the Directors at a meeting attended by two-thirds (2/3) or more of the total number of the Directors, and shall subsequently report such distribution to a general meeting.
No dividend, bonus or other distribution shall be paid otherwise than out of profits or out of monies otherwise available for dividend, bonus or other distribution in accordance with the Law. No dividend, bonus or other distribution or other money payable by the Company on or in respect of any Share shall bear interest against the Company.

ACCOUNTS, AUDIT, AND ANNUAL RETURN AND DECLARATION

The Directors shall cause to be kept accounting records and books of account sufficient to give a true and fair view of the state of the Company’s affairs and to show and explain the
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transactions of the Company and otherwise in accordance with the Law, at the Registered Office or at such other place(s) in such manner as may be determined from time to time by the Board and shall always be open to the inspection by the Directors.

During the Relevant Period, at the end of each financial year, the Board shall prepare: (a) the business report; (b) the financial statements which include all the documents and information as required by the Law and the Applicable Listing Rules (the " Financial Statements "); and (c) any proposal relating to the distribution of net profit and/or loss offsetting in accordance with these Articles, for adoption by the annual general meeting of the Company. Upon adoption at the annual general meeting of the Company, the Board shall distribute to each Member copies of the Financial Statements and the resolutions relating to profit distribution and/or loss offsetting. However, during the Relevant Period, the Company may make a public announcement of the abovementioned statements and resolutions instead of distributing those to each Member.
During the Relevant Period, the documents prepared by the Board in accordance with the preceding Article shall be made available at the Shareholder Service Agent’s office in the R.O.C. for inspection during normal business hours by the Members, ten (10) days prior to the annual general meeting.
Subject to the Law and the Applicable Listing Rules, the Board may determine (or revoke, alter or amend any such determination) that the accounts of the Company be audited and the appointment of the Auditors.
During the Relevant Period, The Board shall keep copies of the Memorandum, these Articles, the minutes of every general meeting, the Financial Statements, the Register and the counterfoil of corporate bonds issued by the Company at its Shareholder Service Agent’s office in the R.O.C.. Any Member may request at any time, by submitting evidentiary document(s) to show his interests involved and indicating the scope of requested matters, access to inspect and to make copies of the above documents, and the Company shall request its Shareholder Service Agent to provide the foregoing documents.
The Board in each year shall prepare, or cause to be prepared, an annual return and declaration setting forth the particulars required by the Law and deliver a copy thereof to the Registrar of Companies in the Cayman Islands.

TENDER OFFER

Subject to the Law and the Applicable Listing Rules, during the Relevant Period, after receipt of the copy of the public tender offer report form, the public tender offer prospectus, and relevant documents, the Company shall comply with the Applicable Listing Rules.

WINDING UP

Subject to the Law, the Company may be wound up by a Special Resolution passed by the Members. If the assets available for distribution amongst the Members shall be insufficient
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to repay the whole of the share capital, such assets shall be distributed so that, as nearly as may be, the losses shall be borne by the Members in proportion to the number of the Shares held by them. If in a winding up the assets available for distribution amongst the Members shall be more than sufficient to repay the whole of the share capital at the commencement of the winding up, the surplus shall be distributed amongst the Members in proportion to the number of the Shares held by them at the commencement of the winding up. This Article is without prejudice to the rights of the holders of Shares issued upon special terms and conditions.

Subject to the Law, if the Company shall be wound up, the liquidator may, with the sanction of a Special Resolution and any other sanction required by the Law, divide amongst the Members in specie or kind the whole or any part of the assets of the Company (whether they shall consist of property of the same kind or not) and may, for such purpose set such value as he deems fair upon any property to be divided as aforesaid and may determine how such division shall be carried out as between the Members or different Classes. The liquidator may, with the like sanction, subject to the Law, vest the whole or any part of such assets in trustees upon such trusts for the benefit of the Members as the liquidator shall think fit, but so that no Member shall be compelled to accept any asset whereon there is any liability.
The Company shall keep all statements, records of account and documents for a period of ten (10) years from the date of the completion of liquidation, and the custodian thereof shall be appointed by the liquidator or the Company by an Ordinary Resolution.

NOTICES

Subject to the Law and except as otherwise provided in these Articles, any notice or document may be served by the Company to any Member either personally, or by facsimile, or by sending it through the post in a prepaid letter or via a recognised courier service, fees prepaid, addressed to such Member at his address as appearing in the Register, or, to the extent permitted by the Law and the Applicable Listing Rules, by posting it on a website designated by the Commission, the TPEx or the TWSE (where applicable) and/or the Company’s website, or by electronic means by transmitting it to any electronic mail number or address such Member may have positively confirmed in writing for the purpose of such service of notices. In the case of joint Members, all notices shall be given to that one of the Members whose name stands as their representative in the Register in respect of the joint holding.
Any Member present, either personally or by proxy, at any general meeting of the Company shall for all purposes be deemed to have received due notice of such general meeting including the purpose for which such meeting was convened.
Any notice or other document, if served by:
(a) post, shall be deemed to have been served on the day following that on which the letter containing the same is posted or delivered to the courier;
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(b) facsimile, shall be deemed to have been served upon production by the transmitting facsimile machine of a report confirming transmission of the facsimile in full to the facsimile number of the recipient;
(c) courier service, shall be deemed to have been served forty-eight (48) hours after the time when the letter containing the same is delivered to the courier service; or
(d) electronic mail, shall be deemed to have been served immediately upon the time of the transmission by electronic mail, subject to the Law.
Any notice or document served to the registered address of any Member in accordance with these Articles shall notwithstanding that such Member be then dead or bankrupt, and whether or not the Company has notice of his death or bankruptcy, be deemed to have been duly served in respect of any Share registered in the name of such Member as sole or joint Member.

REGISTERED OFFICE OF THE COMPANY

The Registered Office of the Company shall be at such address in the Cayman Islands as the Board shall from time to time determine.

FINANCIAL YEAR

Unless the Board otherwise prescribes, the financial year of the Company shall end on December 31[st] in each year and shall begin on January 1st in each year.

SEAL

The Company shall adopt a Seal by resolution of the Board and, subject to the Law, the Company may also have a duplicate Seal or Seals for use in any place or places outside of the Cayman Islands. The use and management of the Seal (or duplicate Seals) may be determined by the Board from time to time pursuant to the adoption of any regulation governing the use and management of seals of the Company in accordance with the Applicable Listing Rules.

LITIGATION AND NON-LITIGATION AGENT IN THE R.O.C.

(1) Subject to the provisions of the Applicable Listing Rules, the Company shall, by a resolution of the Board, appoint or remove a person as its litigation and non-litigation agent and such agent will be deemed as the responsible person of the Company in the R.O.C. under the Applicable Listing Rules.
(2) The preceding agent shall have residence or domicile in the R.O.C.
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(3) The Company shall report the name, residence/domicile of the preceding agent and power of attorney to the competent authority in the R.O.C. This reporting requirement shall also apply if there is any change.

CHANGES TO CONSTITUTION

Subject to the Law and the Applicable Listing Rules, the Company may, by Special Resolution, alter or amend the Memorandum or these Articles, in whole or in part.

– Remainder of Page Intentionally Left Blank –

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		45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -	45,694,935 61.02 45,694,935 61.02 Chairman YFY GLOBAL Investment B.V. Felix Ho 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 480,000 0.46 100,000 0.13 100,000 0.13 Director YFY Paradigm Investment Co., Ltd. David Lo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0.00 100,000 0.13 100,000 0.13 Director YFY Development Corp. Hong-Shi Wen 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 270,000 0.36 Director Bing-Yi Lin 2025/5/27 Ordinary shares 1,070,130 1.43 Ordinary shares 1,098,130 1.47 Independent Director Chin-Jung Kuo 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Ching Yee Brian Donald Lee 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Independent Director Jen-Diann Chiou 2025/5/27 Ordinary shares 0 0.00 Ordinary shares 0 0 Total 46,965,065 62.71 47,743,065 63.75 1. The Company's paid-in capital was NT$748,880,000, and the total number of issued shares was 74,888,000. 2. Number of shares that must be held by all directors according to Article 26 of the Securities and Exchange Act: 5,991,040 shares. Actual number of shares held (shares held by independent directors are not included in the number of shares held by directors): 47,743,065 shares. The number of shares has reached the legally required percentage. 3. The Company has set up an Audit Committee and therefore the provisions on the minimum percentage requirements for the shareholding of supervisors shall not apply. - 86 -
Number of shares held as recorded in the shareholder register as of Mar 29, 2026	Shareholding ratio	61.02	0.46	0.13	0.00	0.13	0.36	1.47	0	0	0	63.75
	Number of shares	45,694,935	480,000	100,000	0	100,000	270,000	1,098,130	0	0	0	47,743,065
	Type	Ordinary shares		Ordinary shares		Ordinary shares		Ordinary shares	Ordinary shares	Ordinary shares	Ordinary shares
Shares held when elected	Shareholding ratio	61.02	0.00	0.13	0.00	0.13	0.00	1.43	0.00	0.00	0.00	62.71
	Number of shares	45,694,935	0	100,000	0	100,000	0	1,070,130	0	0	0	46,965,065
	Type	Ordinary shares		Ordinary shares		Ordinary shares		Ordinary shares	Ordinary shares	Ordinary shares	Ordinary shares
Date of appointment		2025/5/27		2025/5/27		2025/5/27		2025/5/27	2025/5/27	2025/5/27	2025/5/27
Name		Felix Ho		David Lo		Hong-Shi Wen		Bing-Yi Lin	Chin-Jung Kuo	Ching Yee Brian Donald Lee	Jen-Diann Chiou	Total
		YFY GLOBAL Investment B.V.		YFY Paradigm Investment Co., Ltd.		YFY Development Corp.
Position		Chairman		Director		Director		Director	Independent Director	Independent Director	Independent Director

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Arizon RFID — AGM Information 2026

52647_rns_2026-04-24_3bd01a5d-4770-4678-a251-34722dc6d130.pdf

2026 Annual General Meeting of Shareholders

Meeting Handbook

Table of Contents

Arizon RFID Technology (Cayman) Co., Ltd. 2026 Annual Shareholders' Meeting Agenda

Items to Report

Matters for Ratification

Matters for Discussions

Extraordinary Motions

Arizon RFID Technology (Cayman) Co., Ltd.

Business Report

ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024

ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars)

ARIZON RFID TECHNOLOGY (CAYMAN) CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars)

Arizon RFID Technology (Cayman) Co., Ltd. 2025 Statement of Earnings Distribution

Arizon RFID Technology (Cayman) Co., Ltd.

Audit Committee’s Review Report

Arizon RFID Technology (Cayman) Co., Ltd.

Comparison Table of Amended Articles of Incorporation

Arizon RFID Technology (Cayman) Co., Ltd.

Table of Comparison of Procedures for Lending Funds to Others Before and After Amendment

Arizon RFID Technology (Cayman) Co., Ltd.

Table of Comparison of Rules of Procedure for Shareholders ’ Meetings Before and After Amendment

THE CAYMAN ISLANDS

THE COMPANIES ACT (AS AMENDED)

THE CAYMAN ISLANDS THE COMPANIES ACT (AS AMENDED) COMPANY LIMITED BY SHARES

Arizon RFID Technology (Cayman) Co., Ltd.

THE CAYMAN ISLANDS THE COMPANIES ACT (AS AMENDED) COMPANY LIMITED BY SHARES

AMENDED AND RESTATED ARTICLES OF ASSOCIATION

OF

Arizon RFID Technology (Cayman) Co., Ltd.

INTERPRETATION

Treasury Shares

Commencement of Business

SHARES

ISSUANCE OF NEW SHARES

MODIFICATION OF RIGHTS

REGISTER

REDEMPTION AND REPURCHASE OF SHARES

TRANSFER AND TRANSMISSION OF SHARES

CLOSING REGISTER OR FIXING RECORD DATE

GENERAL MEETINGS

NOTICE OF GENERAL MEETING

PROCEEDINGS AT GENERAL MEETINGS

VOTES OF MEMBERS

PROXY

DIRECTORS AND THE BOARD

INDEPENDENT DIRECTORS

POWERS AND DUTIES OF THE BOARD

COMMITTEES

PROCEEDINGS OF THE BOARD

RESERVES AND CAPITALISATION

COMPENSATION, DIVIDENDS AND BONUSES

TENDER OFFER

WINDING UP

NOTICES

REGISTERED OFFICE OF THE COMPANY

FINANCIAL YEAR

SEAL

LITIGATION AND NON-LITIGATION AGENT IN THE R.O.C.

CHANGES TO CONSTITUTION

– Remainder of Page Intentionally Left Blank –

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Arizon RFID AGM Information 2026